LIMITED PARTNERSHIP AGREEMENT of BMO COVERED BOND GUARANTOR LIMITED PARTNERSHIP by and among BMO COVERED BOND GP, INC. as Managing GP and 8429065 CANADA INC. as Liquidation General Partner and BANK OF MONTREAL as Limited Partner and Each Person who is...Limited Partnership Agreement • October 4th, 2013 • BMO Covered Bond Guarantor Limited Partnership • Commercial banks, nec • Ontario
THIS LIMITED PARTNERSHIP AGREEMENT (this “Agreement”) of BMO Covered Bond Guarantor Limited Partnership (the “Partnership”) is made as of the 30th day of September 2013.
GENERAL SECURITY AGREEMENT by and among BMO COVERED BOND GUARANTOR LIMITED PARTNERSHIP as Guarantor and COMPUTERSHARE TRUST COMPANY OF CANADA as Bond Trustee and ANY OTHER PERSON WHO FROM TIME TO TIME MAY BECOME A PARTY TO THIS AGREEMENT September 30,...General Security Agreement • October 4th, 2013 • BMO Covered Bond Guarantor Limited Partnership • Commercial banks, nec • Ontario
NOW THEREFORE, in consideration of the foregoing premises, the sum of $10.00 in lawful money of Canada now paid by the Bond Trustee to the Guarantor and other good and valuable consideration, the receipt and sufficiency of which are acknowledged by the parties, the parties hereto agree as follows:
AGENCY AGREEMENT U.S.$10,000,000,000 REGISTERED GLOBAL COVERED BOND PROGRAM of BANK OF MONTREAL, as Issuer - and - unconditionally and irrevocably guaranteed as to payments of interest and principal by BMO COVERED BOND GUARANTOR LIMITED PARTNERSHIP,...Agency Agreement • October 4th, 2013 • BMO Covered Bond Guarantor Limited Partnership • Commercial banks, nec • Ontario
NOW THEREFORE, IT IS HEREBY AGREED that in consideration of the mutual covenants and agreements herein set forth, the parties agree as follows:
SERVICING AGREEMENT BANK OF MONTREAL, AS SERVICER, SELLER AND CASH MANAGER AND BMO COVERED BOND GUARANTOR LIMITED PARTNERSHIP, AS GUARANTOR AND COMPUTERSHARE TRUST COMPANY OF CANADA, AS BOND TRUSTEE SEPTEMBER 30, 2013Servicing Agreement • October 4th, 2013 • BMO Covered Bond Guarantor Limited Partnership • Commercial banks, nec • Ontario
MORTGAGE SALE AGREEMENT BANK OF MONTREAL, AS SELLER, SERVICER AND CASH MANAGER AND BMO COVERED BOND GUARANTOR LIMITED PARTNERSHIP, AS PURCHASER AND COMPUTERSHARE TRUST COMPANY OF CANADA, AS BOND TRUSTEE AND CUSTODIAN SEPTEMBER 30, 2013Mortgage Sale Agreement • October 4th, 2013 • BMO Covered Bond Guarantor Limited Partnership • Commercial banks, nec • Ontario
IT IS HEREBY AGREED, that for good and valuable consideration (the receipt and sufficiency of which is hereby acknowledged), the parties hereto agree as follows:
MASTER DEFINITIONS AND CONSTRUCTION AGREEMENT SEPTEMBER 30, 2013 BANK OF MONTREAL and BMO COVERED BOND GUARANTOR LIMITED PARTNERSHIP and COMPUTERSHARE TRUST COMPANY OF CANADA and THE BANK OF NEW YORK MELLON and KPMG LLP and BMO COVERED BOND GP, INC....Master Definitions and Construction Agreement • October 4th, 2013 • BMO Covered Bond Guarantor Limited Partnership • Commercial banks, nec • Ontario
STAND-BY BANK ACCOUNT AGREEMENT BMO Covered Bond Guarantor Limited Partnership as Guarantor and BANK OF MONTREAL as Cash Manager and ROYAL BANK OF CANADA as Stand-By Account Bank and Stand-By GDA Provider and COMPUTERSHARE TRUST COMPANY OF CANADA as...Account Agreement • October 4th, 2013 • BMO Covered Bond Guarantor Limited Partnership • Commercial banks, nec • Ontario
NOW THEREFORE, THIS AGREEMENT WITNESSETH that in consideration of the mutual covenants and agreements herein set forth, the parties agree as follows:
BANK ACCOUNT AGREEMENT September 30, 2013 BMO COVERED BOND GUARANTOR LIMITED PARTNERSHIP as Guarantor COMPUTERSHARE TRUST COMPANY OF CANADA as Bond Trustee BANK OF MONTREAL as Account Bank, GDA Provider and Cash ManagerAccount Agreement • October 4th, 2013 • BMO Covered Bond Guarantor Limited Partnership • Commercial banks, nec • Ontario
INTERCOMPANY LOAN AGREEMENT SEPTEMBER 30, 2013 BMO COVERED BOND GUARANTOR LIMITED PARTNERSHIP as Guarantor COMPUTERSHARE TRUST COMPANY OF CANADA as Bond Trustee BANK OF MONTREAL as Intercompany Loan Provider and Cash ManagerIntercompany Loan Agreement • October 4th, 2013 • BMO Covered Bond Guarantor Limited Partnership • Commercial banks, nec • Ontario
CASH MANAGEMENT AGREEMENT BMO COVERED BOND GUARANTOR LIMITED PARTNERSHIP, as Guarantor - and - BANK OF MONTREAL, as Cash Manager, GDA Provider, Seller, Servicer and Issuer - and - COMPUTERSHARE TRUST COMPANY OF CANADA, as Bond Trustee DATED AS OF...Management Agreement • October 4th, 2013 • BMO Covered Bond Guarantor Limited Partnership • Commercial banks, nec • Ontario
NOW THEREFORE, IT IS HEREBY AGREED that in consideration of the mutual covenants and agreements herein set forth, the parties agree as follows:
COVER POOL MONITOR AGREEMENT BMO COVERED BOND GUARANTOR LIMITED PARTNERSHIP, as Guarantor - and - BANK OF MONTREAL, as Issuer and Cash Manager - and - KPMG LLP, as Cover Pool Monitor - and - COMPUTERSHARE TRUST COMPANY OF CANADA, as Bond Trustee DATED...Monitor Agreement • October 4th, 2013 • BMO Covered Bond Guarantor Limited Partnership • Commercial banks, nec • Ontario
NOW THEREFORE, IT IS HEREBY AGREED that in consideration of the mutual covenants and agreements herein set forth, the parties agree as follows:
Form of Underwriting Agreement Bank of Montreal unconditionally and irrevocably guaranteed by BMO Covered Bond Guarantor Limited Partnership Covered Bonds up to an aggregate initial offering price of U.S.$10,000,000,000 or the equivalent thereof in...Underwriting Agreement • October 4th, 2013 • BMO Covered Bond Guarantor Limited Partnership • Commercial banks, nec • New York
GUARANTEED DEPOSIT ACCOUNT CONTRACT SEPTEMBER 30, 2013 BMO COVERED BOND GUARANTOR LIMITED PARTNERSHIP as Guarantor and BANK OF MONTREAL as Cash Manager and GDA Provider and COMPUTERSHARE TRUST COMPANY OF CANADA as Bond TrusteeBMO Covered Bond Guarantor Limited Partnership • October 4th, 2013 • Commercial banks, nec • Ontario
STAND-BY GUARANTEED DEPOSIT ACCOUNT CONTRACT by and among BMO COVERED BOND GUARANTOR LIMITED PARTNERSHIP as Guarantor and BANK OF MONTREAL as Cash Manager and ROYAL BANK OF CANADA as Stand-By GDA Provider and Stand-By Account Bank and COMPUTERSHARE...Guaranteed Deposit Account Contract Agreement • October 4th, 2013 • BMO Covered Bond Guarantor Limited Partnership • Commercial banks, nec • Ontario
CORPORATE SERVICES AGREEMENT by and among BANK OF MONTREAL as Client and BMO COVERED BOND GUARANTOR LIMITED PARTNERSHIP as Guarantor and COMPUTERSHARE TRUST COMPANY OF CANADA as Trustee and Corporate Services Provider and 8429065 CANADA INC. as...Corporate Services Agreement • October 4th, 2013 • BMO Covered Bond Guarantor Limited Partnership • Commercial banks, nec • Ontario
BANK OF MONTREAL, a bank named in Schedule I to the Bank Act (Canada), whose executive office is at 18th Floor, 100 King Street West, Toronto, Ontario M5X 1A1, as Account Bank (hereinafter referred to as “Client”)
