Common use of Registered Issuer and Registered Programme Clause in Contracts

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs, Canadian Imperial Bank of Commerce Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth amended and restated dealership agreement dated June 18, 2019 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause (i) of Clause 3.03 and shall have the benefit of the undertakings contained in subclauses (h) and (j) of Clause 3.03 and the benefit of Section 9 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC Covered Bond (Legislative) GP Inc. By:

Appears in 1 contract

Samples: Dealership Agreement

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Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer (and is not suspended) and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs/Mesdames, Canadian Imperial HSBC Bank of Commerce Canada Dealer Accession Letter [Date] Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC HSBC Canadian Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth amended and restated dealership agreement dated June 18as of August 10, 2019 2018 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Prospectus Offering Memorandum and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause subsection (ig) of Clause 3.03 Section 3.04 and shall have the benefit of the undertakings contained in subclauses subsections (f) and (h) and (j) of Clause 3.03 Section 3.04 and the benefit of Section 9 10 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC Covered Bond (Legislative) GP Inc. By:,

Appears in 1 contract

Samples: Dealership Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer (and is not suspended) and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs/Mesdames, Canadian Imperial The Toronto-Dominion Bank of Commerce Dealer Accession Letter [Date] Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC TD Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth amended and restated dealership agreement dated June 18July 14, 2019 2016 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as further modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause (i) of Clause 3.03 and shall have the benefit of the undertakings contained in subclauses (h) and (j) of Clause 3.03 and the benefit of Section 9 8 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. Yours faithfully, The Toronto-Dominion Bank By: * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC TD Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC TD Covered Bond (Legislative) GP Inc. By:

Appears in 1 contract

Samples: Agency Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs, Canadian Imperial Bank of Commerce Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth amended and restated dealership agreement dated June 1821, 2019 2016 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause (i) of Clause 3.03 and shall have the benefit of the undertakings contained in subclauses (h) and (j) of Clause 3.03 and the benefit of Section 9 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC Covered Bond (Legislative) GP Inc. By:

Appears in 1 contract

Samples: Dealership Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer (and is not suspended) and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs/Mesdames, Canadian Imperial The Toronto-Dominion Bank of Commerce Dealer Accession Letter [Date] Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC TD Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth sixth amended and restated dealership agreement dated June 1830, 2019 2020 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as further modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause (i) of Clause 3.03 and shall have the benefit of the undertakings contained in subclauses (h) and (j) of Clause 3.03 and the benefit of Section 9 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC Covered Bond (Legislative) GP Inc. By:Clause

Appears in 1 contract

Samples: Agency Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs, Canadian Imperial Bank of Commerce Dealer Accession Letter [Date] Xx Xxxxxx centrale Xxxxxxxxxx du Québec Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC CCDQ Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth amended and restated dealership agreement dated June 18January 28, 2019 2014 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause (ig) of Clause 3.03 and shall have the benefit of the undertakings contained in subclauses (hf) and (jh) of Clause 3.03 and the benefit of Section 9 10 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. Yours faithfully, Xx Xxxxxx centrale Xxxxxxxxxx du Québec By: * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC CCDQ Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC Covered Bond CCDQ CB (Legislative) Managing GP Inc. By:

Appears in 1 contract

Samples: Dealership Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer (and is not suspended) and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs/Mesdames, Canadian Imperial Laurentian Bank of Commerce Canada Dealer Accession Letter [Date] Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC LBC Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth amended and restated dealership agreement dated June 18as of April 26, 2019 2021 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Prospectus Offering Memorandum and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause subsection (id) of Clause 3.03 Section 3.04 and shall have the benefit of the undertakings contained in subclauses subsections (hc) and (je) of Clause 3.03 Section 3.04 and the benefit of Section 9 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC Covered Bond (Legislative) GP Inc. By:,

Appears in 1 contract

Samples: Dealership Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer (and is not suspended) and the Programme is registered in the Registry. MT DOCS 15283795 S2-2 SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs/Mesdames, Canadian Imperial National Bank of Commerce Canada Dealer Accession Letter [Date] Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC NBC Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth amended and restated dealership agreement dated June 18as of April 7, 2019 2016 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause subsection (if) of Clause Section 3.03 and shall have the benefit of the undertakings contained in subclauses subsections (he) and (jg) of Clause Section 3.03 and the benefit of Section 9 10 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. Yours faithfully, National Bank of Canada By: * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC MT DOCS 15283795 NBC Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC NBC Covered Bond (Legislative) GP Inc. By:

Appears in 1 contract

Samples: Dealership Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer (and is not suspended) and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs, Canadian Imperial The Toronto-Dominion Bank of Commerce Dealer Accession Letter [Date] Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC TD Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth seventh amended and restated dealership agreement dated June 1830, 2019 2021 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as further modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause (i) of Clause 3.03 and shall have the benefit of the undertakings contained in subclauses (h) and (j) of Clause 3.03 and the benefit of Section 9 8 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. Yours faithfully, The Toronto-Dominion Bank By: * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. Tranche.‌ ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC TD Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC TD Covered Bond (Legislative) GP Inc. By:

Appears in 1 contract

Samples: Agency Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs, Canadian Imperial Bank of Commerce Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth second amended and restated dealership agreement dated June 1820, 2019 2017 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause (i) of Clause 3.03 and shall have the benefit of the undertakings contained in subclauses (h) and (j) of Clause 3.03 and the benefit of Section 9 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC Covered Bond (Legislative) GP Inc. By:Clause

Appears in 1 contract

Samples: Dealership Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs, Canadian Imperial Bank of Commerce Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth amended and restated dealership agreement dated June 18July 2, 2019 2013 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause (i) of Clause 3.03 and shall have the benefit of the undertakings contained in subclauses (h) and (j) of Clause 3.03 and the benefit of Section 9 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. Tranche.‌ ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC Covered Bond (Legislative) GP Inc. By:

Appears in 1 contract

Samples: Dealership Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer (and is not suspended) and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs/Mesdames, Canadian Imperial The Toronto-Dominion Bank of Commerce Dealer Accession Letter [Date] Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC TD Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth amended and restated dealership agreement dated June 18July 27, 2019 2018 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as further modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause (i) of Clause 3.03 and shall have the benefit of the undertakings contained in subclauses (h) and (j) of Clause 3.03 and the benefit of Section 9 8 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. Yours faithfully, The Toronto-Dominion Bank By: * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC TD Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC TD Covered Bond (Legislative) GP Inc. By:

Appears in 1 contract

Samples: Agency Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs, Canadian Imperial Bank of Commerce Dealer Accession Letter [Date] Fédération des caisses Xxxxxxxxxx du Québec Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC CCDQ Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth second amended and restated dealership agreement dated June 18December 21, 2019 and 2020, as the same may be further amended, supplemented or restated from time to time (the “Dealership Agreement”) entered into between the Issuer and the Dealers from time to time party thereto in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party theretoBonds, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause (ig) of Clause 3.03 and shall have the benefit of the undertakings contained in subclauses (hf) and (jh) of Clause 3.03 and the benefit of Section 9 10 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. Yours faithfully, Fédération des caisses Xxxxxxxxxx du Québec By: * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC CCDQ Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC Covered Bond CCDQ CB (Legislative) Managing GP Inc. By:

Appears in 1 contract

Samples: Dealership Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs, Canadian Imperial Bank of Commerce Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth third amended and restated dealership agreement dated June 18, 2019 2018 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause (i) of Clause 3.03 and shall have the benefit of the undertakings contained in subclauses (h) and (j) of Clause 3.03 and the benefit of Section 9 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC Covered Bond (Legislative) GP Inc. By:

Appears in 1 contract

Samples: Dealership Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer (and is not suspended) and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs/Mesdames, Canadian Imperial Equitable Bank of Commerce Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC EQB Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth amended and restated dealership agreement dated June 18as of September 19, 2019 2022 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Base Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause subsection (ie) of Clause 3.03 Section 3.04 and shall have the benefit of the undertakings contained in subclauses subsections (hd) and (jf) of Clause 3.03 Section 3.04 and the benefit of Section 9 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] *** This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. Yours faithfully, Equitable Bank By: * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank *** Insert Recognition of Commerce By: CIBC U.S. Special Resolutions Regime if new Dealer is a U.S. entity or subsidiary thereof. EQB Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC EQB Covered Bond (Legislative) GP Inc. By:

Appears in 1 contract

Samples: Dealership Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer (and is not suspended) and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs, Canadian Imperial National Bank of Commerce Canada SCHEDULE 3 DEALER ACCESSION LETTER [Date] Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC NBC Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth amended and restated dealership agreement dated June 18as of September 2, 2019 2021 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause subsection (if) of Clause 3.03 and shall have the benefit of the undertakings contained in subclauses (h) and (j) of Clause 3.03 and the benefit of Section 9 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC Covered Bond (Legislative) GP Inc. By:Section

Appears in 1 contract

Samples: Dealership Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer (and is not suspended) and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs/Mesdames, Canadian Imperial National Bank of Commerce Canada DEALER ACCESSION LETTER [Date] Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC NBC Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth third amended and restated dealership agreement dated June 18as of September 9, 2019 2020 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause subsection (if) of Clause 3.03 and shall have the benefit of the undertakings contained in subclauses (h) and (j) of Clause 3.03 and the benefit of Section 9 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC Covered Bond (Legislative) GP Inc. By:Section

Appears in 1 contract

Samples: Dealership Agreement

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Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer (and is not suspended) and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs/Mesdames, Canadian Imperial The Toronto-Dominion Bank of Commerce Dealer Accession Letter [Date] Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC TD Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth amended and restated dealership agreement dated June 18July 14, 2019 2015 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as further modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause (i) of Clause 3.03 and shall have the benefit of the undertakings contained in subclauses (h) and (j) of Clause 3.03 and the benefit of Section 9 8 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. Yours faithfully, The Toronto-Dominion Bank By: * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. Tranche.‌ ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC TD Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC TD Covered Bond (Legislative) GP Inc. By:

Appears in 1 contract

Samples: Agency Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer (and is not suspended) and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs, Canadian Imperial The Toronto-Dominion Bank of Commerce Dealer Accession Letter [Date] Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC TD Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth amended and restated dealership agreement dated June 18July 14, 2019 2014 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as further modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause (i) of Clause 3.03 and shall have the benefit of the undertakings contained in subclauses (h) and (j) of Clause 3.03 and the benefit of Section 9 8 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. Yours faithfully, The Toronto-Dominion Bank By: * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. Tranche.‌ ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC TD Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC TD Covered Bond (Legislative) GP Inc. By:

Appears in 1 contract

Samples: Dealership Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer (and is not suspended) and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs, Canadian Imperial HSBC Bank of Commerce Canada Dealer Accession Letter [Date] Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC HSBC Canadian Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth third amended and restated dealership agreement dated June 18as of December 16, 2019 2022 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Base Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause subsection (ig) of Clause 3.03 Section 3.04 and shall have the benefit of the undertakings contained in subclauses subsections (f) and (h) and (j) of Clause 3.03 Section 3.04 and the benefit of Section 9 10 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC Covered Bond (Legislative) GP Inc. By:,

Appears in 1 contract

Samples: Dealership Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs, Canadian Imperial Bank of Commerce Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth fifth amended and restated dealership agreement dated June 18July 22, 2019 2021 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause (i) of Clause 3.03 and shall have the benefit of the undertakings contained in subclauses (h) and (j) of Clause 3.03 and the benefit of Section 9 8 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC Covered Bond (Legislative) GP Inc. By:

Appears in 1 contract

Samples: Dealership Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer (and is not suspended) and the Programme is registered in the Registry. MT DOCS 12391685v7B S2-2 SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs/Mesdames, Canadian Imperial National Bank of Commerce Canada Dealer Accession Letter [Date] Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC NBC Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth amended and restated dealership agreement dated June 18as of October 31, 2019 2013 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause subsection (if) of Clause Section 3.03 and shall have the benefit of the undertakings contained in subclauses subsections (he) and (jg) of Clause Section 3.03 and the benefit of Section 9 10 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. Yours faithfully, National Bank of Canada By: * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC MT DOCS 12391685v7B NBC Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC NBC Covered Bond (Legislative) GP Inc. By:

Appears in 1 contract

Samples: Dealership Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer (and is not suspended) and the Programme is registered in the Registry. SCHEDULE 3 3‌ Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs/Mesdames, Canadian Imperial Equitable Bank of Commerce Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC EQB Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth amended and restated dealership agreement dated June 18as of August 26, 2019 2021 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Base Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause subsection (ie) of Clause 3.03 Section 3.04 and shall have the benefit of the undertakings contained in subclauses subsections (hd) and (jf) of Clause 3.03 Section 3.04 and the benefit of Section 9 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] *** This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. Yours faithfully, Equitable Bank By: * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank *** Insert Recognition of Commerce By: CIBC U.S. Special Resolutions Regime if new Dealer is a U.S. entity or subsidiary thereof. EQB Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC EQB Covered Bond (Legislative) GP Inc. By:

Appears in 1 contract

Samples: Dealership Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer (and is not suspended) and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs/Mesdames, Canadian Imperial The Toronto-Dominion Bank of Commerce Dealer Accession Letter [Date] Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC TD Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth fifth amended and restated dealership agreement dated June 18July 5, 2019 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as further modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause (i) of Clause 3.03 and shall have the benefit of the undertakings contained in subclauses (h) and (j) of Clause 3.03 and the benefit of Section 9 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC Covered Bond (Legislative) GP Inc. By:Clause

Appears in 1 contract

Samples: Agency Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer (and is not suspended) and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs, Canadian Imperial HSBC Bank of Commerce Canada Dealer Accession Letter [Date] Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC HSBC Canadian Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth second amended and restated dealership agreement dated June 18as of [●], 2019 2021 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Base Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause subsection (ig) of Clause 3.03 Section 3.04 and shall have the benefit of the undertakings contained in subclauses subsections (f) and (h) and (j) of Clause 3.03 Section 3.04 and the benefit of Section 9 10 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC Covered Bond (Legislative) GP Inc. By:,

Appears in 1 contract

Samples: Dealership Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer (and is not suspended) and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs/Mesdames, Canadian Imperial The Toronto-Dominion Bank of Commerce Dealer Accession Letter [Date] Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC TD Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth amended and restated dealership agreement dated June 18September 7, 2019 2017 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as further modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause (i) of Clause 3.03 and shall have the benefit of the undertakings contained in subclauses (h) and (j) of Clause 3.03 and the benefit of Section 9 8 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. Yours faithfully, The Toronto-Dominion Bank By: * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC TD Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC TD Covered Bond (Legislative) GP Inc. By:

Appears in 1 contract

Samples: Agency Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer (and is not suspended) and the Programme is registered in the Registry. MT DOCS 18266181 SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs/Mesdames, Canadian Imperial National Bank of Commerce Canada Dealer Accession Letter [Date] Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC NBC Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth second amended and restated dealership agreement dated June 18as of September 27, 2019 2018 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause subsection (if) of Clause Section 3.03 and shall have the benefit of the undertakings contained in subclauses subsections (he) and (jg) of Clause Section 3.03 and the benefit of Section 9 10 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. Yours faithfully, National Bank of Canada * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. Tranche ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce MT DOCS 18266181 By: CIBC NBC Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC NBC Covered Bond (Legislative) GP Inc. By:

Appears in 1 contract

Samples: Dealership Agreement

Registered Issuer and Registered Programme. evidence that the Issuer is registered as a registered issuer (and is not suspended) and the Programme is registered in the Registry. SCHEDULE 3 Dealer Accession Letter [Date] [New Dealer] [Address] Dear Sirs/Mesdames, Canadian Imperial HSBC Bank of Commerce Canada Dealer Accession Letter [Date] Programme for the Issuance of Covered Bonds unconditionally and irrevocably guaranteed as to payments by CIBC HSBC Canadian Covered Bond (Legislative) Guarantor Limited Partnership (a limited partnership formed under the laws of Ontario) We refer to the fourth amended and restated dealership agreement dated June 18as of September 17, 2019 2020 and entered into in respect of the above Programme for the Issuance of Covered Bonds (such agreement, as modified, amended or restated from time to time, the “Dealership Agreement”) between ourselves and the Dealers from time to time party thereto, and have pleasure in inviting you to become a Dealer upon the terms of the Dealership Agreement [but only in respect of [specify Tranche of Covered Bonds]]*, a copy of which has been supplied to you by us. You have been supplied with a copy of the Base Prospectus and the legal opinions referred to in item 1 of Schedule 2 to the Dealership Agreement, together with copies of such other documents listed in Schedule 2 as you have requested. [We are enclosing copies of the Auditors’ Letter [together with letters from such Auditors addressed to you and giving you the full benefit of the Auditors’ Letter].]** Please return to us a copy of this letter signed by an authorized signatory whereupon you will become a Dealer for the purposes of the Dealership Agreement with [, subject as hereinafter provided,]* all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement [except that you shall not have the benefit of the undertaking contained in subclause subsection (ig) of Clause 3.03 Section 3.04 and shall have the benefit of the undertakings contained in subclauses subsections (f) and (h) and (j) of Clause 3.03 Section 3.04 and the benefit of Section 9 10 only up to and including the Issue Date of [describe the relevant Tranche of Covered Bonds]]*. [Consider whether it is appropriate for [the/a] carve-out for the EU Blocking Regulation to apply to any new dealer and [adapt/include] as necessary.] [Include any additional selling restrictions.] This letter is governed by, and shall be construed in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein. * Applies only where the incoming Dealer is being appointed only in relation to a particular Tranche. ** Applies only where incoming Dealer is being appointed a Dealer in relation to the Programme generally, the Dealer has requested the benefit of an existing Auditors’ Letter and arrangements acceptable to the Dealer and the Auditors have been made for the Dealer to obtain the benefit of such Auditors’ Letter. Yours faithfully, Canadian Imperial Bank of Commerce By: CIBC Covered Bond (Legislative) Guarantor Limited Partnership by its managing general partner CIBC Covered Bond (Legislative) GP Inc. By:,

Appears in 1 contract

Samples: Dealership Agreement

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