Canadian Imperial Bank of Commerce /Can/ Sample Contracts

Common Stock (no par value)
Underwriting Agreement • May 14th, 2004 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec • New York
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UNDERWRITING AGREEMENT JUNE 24, 2024 CANADIAN IMPERIAL BANK OF COMMERCE DEBT SECURITIES
Underwriting Agreement • June 28th, 2024 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec • New York

Canadian Imperial Bank of Commerce, a Canadian bank chartered under the Bank Act (Canada) (the Bank), proposes to issue and sell to the several underwriters named in Schedule 2 hereto (the Underwriters) US$500,000,000 aggregate principal amount of its Floating Rate Senior Notes due 2027 (the Floating Rate Notes), US$1,350,000,000 aggregate principal amount of its 5.237% Senior Notes due 2027 (the 2027 Fixed Rate Notes) and US$400,000,000 aggregate principal amount of its 5.260% Senior Notes due 2029 (the 2029 Fixed Rate Notes, together with the 2027 Fixed Rate Notes, the Fixed Rate Notes, and such Fixed Rate Notes together with the Floating Rate Notes, the Securities), as set forth in Schedule 1 hereto, to be issued pursuant to the provisions of an indenture, dated as of September 14, 2010 (the Base Indenture) between the Bank and The Bank of New York Mellon, as trustee (the Trustee), as supplemented by a First Supplemental Indenture, dated as of April 2, 2019 between the Bank and the

Contract
Security Agreement • December 22nd, 2005 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec • New York

This Security is not insured by the Federal Deposit Insurance Corporation or the Canada Deposit Insurance Corporation or any federal or other governmental agency of the United States of America or Canada.

CANADIAN IMPERIAL BANK OF COMMERCE, Issuer and THE BANK OF NEW YORK MELLON, Trustee, Security Registrar and Paying Agent Indenture Dated as of November 5, 2024 Subordinated Debt Securities
Indenture • November 5th, 2024 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec • Ontario

INDENTURE, dated as of November 5, 2024, between Canadian Imperial Bank of Commerce, a Canadian chartered bank (herein called the “Bank”), having its principal executive offices located at CIBC Square, 81 Bay Street, Toronto, Ontario, Canada M5J 0E7 and The Bank of New York Mellon, a corporation organized under the laws of the State of New York authorized to conduct a banking business, as trustee, security registrar and paying agent (the “Trustee”).

CANADIAN IMPERIAL BANK OF COMMERCE MEDIUM-TERM NOTES Distribution Agreement
Distribution Agreement • February 27th, 2017 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec • New York

Canadian Imperial Bank of Commerce, a Canadian chartered bank (“CIBC”), proposes to issue and sell from time to time its Medium-Term Notes (such series of securities being hereinafter referred to as the “Series” and any securities to be issued from time to time as part of such Series being hereinafter referred to individually as a “Security” and collectively as the “Securities”), in an aggregate amount up to U.S.$6,000,000,000 or the equivalent thereof in other currencies or currency units and agrees with the Agent as set forth in this Agreement. [ ] may, from time to time, offer Securities as agent of CIBC or purchase Securities from CIBC as principal for the Agent’s own account. The Agent agrees that it will only do so in accordance with Applicable Law (as defined below) and the conditions provided herein.

Contract
Security Agreement • July 28th, 2005 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec • New York

This Security is not insured by the Federal Deposit Insurance Corporation or the Canada Deposit Insurance Corporation or any federal or other governmental agency of the United States of America or Canada.

Contract
Security Agreement • May 19th, 2006 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec • New York

This Security is not insured by the Federal Deposit Insurance Corporation or the Canada Deposit Insurance Corporation or any federal or other governmental agency of the United States of America or Canada.

UNDERWRITING AGREEMENT september 26, 2023 CANADIAN IMPERIAL BANK OF COMMERCE DEBT SECURITIES
Underwriting Agreement • October 5th, 2023 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec • New York

Canadian Imperial Bank of Commerce, a Canadian bank chartered under the Bank Act (Canada) (the Bank), proposes to issue and sell to the several underwriters named in Schedule 2 hereto (the Underwriters) US$350,000,000 aggregate principal amount of its Floating Rate Senior Notes due 2026 (the Floating Rate Notes), US$850,000,000 aggregate principal amount of its 5.926% Senior Notes due 2026 (the 2026 Fixed Rate Notes), US$700,000,000 aggregate principal amount of its 5.986% Senior Notes due 2028 (the 2028 Fixed Rate Notes) and US$1,100,000,000 aggregate principal amount of its 6.092% Senior Notes due 2033 (the 2033 Fixed Rate Notes and, together with the 2026 Fixed Rate Notes and the 2028 Fixed Rate Notes, the Fixed Rate Notes, and the Fixed Rate Notes together with the Floating Rate Notes, the Securities), as set forth in Schedule 1 hereto, to be issued pursuant to the provisions of an indenture, dated as of September 14, 2010 (the Base Indenture) between the Bank and The Bank of New Y

TRUST AGREEMENT
Trust Agreement • January 25th, 2021 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec • Pennsylvania

THIS AGREEMENT OF TRUST (the “Agreement”) effective the 31st day of December, 1998, by and between CANADIAN IMPERIAL BANK OF COMMERCE (the “Company”), and VANGUARD FIDUCIARY TRUST COMPANY, a trust company incorporated under Chapter 10 of the Pennsylvania Banking Code (the “Trustee”),

UNDERWRITING AGREEMENT OCTOBER 28, 2024 CANADIAN IMPERIAL BANK OF COMMERCE (Non-Viability Contingent Capital (NVCC)) (Subordinated Indebtedness)
Underwriting Agreement • November 5th, 2024 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec • New York

Canadian Imperial Bank of Commerce, a Canadian bank chartered under the Bank Act (Canada) (the Bank), proposes to issue and sell to the several underwriters named in Schedule 2 hereto (the Underwriters) US$500,000,000 aggregate principal amount of its 6.950% Fixed Rate Reset Limited Recourse Capital Notes Series 5 (Non-Viability Contingent Capital (NVCC)) (Subordinated Indebtedness), as described in Schedule 4 hereto (the Notes). CIBC World Markets Corp., BNP Paribas Securities Corp., BofA Securities, Inc., Citigroup Global Markets Inc., HSBC Securities (USA) Inc., and J.P. Morgan Securities LLC shall act as representatives of the several Underwriters (the Representatives).

Amendment No. 2, dated as of May 4, 2017, to the Agreement and Plan of Merger, dated as of June 29, 2016, by and among Canadian Imperial Bank of Commerce, PrivateBancorp, Inc. and CIBC Holdco Inc.
Agreement and Plan of Merger • May 4th, 2017 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec

This AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER (this “Amendment”), dated as of May 4, 2017, is made by and among CANADIAN IMPERIAL BANK OF COMMERCE, a Canadian chartered bank (“Parent”), PRIVATEBANCORP, INC., a Delaware corporation (“Company”), and CIBC HOLDCO INC., a Delaware corporation and a direct, wholly owned subsidiary of Parent (“Holdco”).

Contract
Trust Agreement • May 5th, 2023 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec
Canadian Imperial Bank of Commerce Equity-Linked Notes DISTRIBUTION AGREEMENT
Distribution Agreement • June 6th, 2003 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec • New York

Canadian Imperial Bank of Commerce, a financial institution governed by the Bank Act (Canada) (the "Issuer"), confirms its agreement with you with respect to the issue and sale from time to time by the Issuer of up to US$600,000,000 (or the equivalent thereof in one or more foreign currencies) aggregate initial public offering price of its Equity-Linked Notes (the "Notes").

GUARANTY
Guaranty • May 14th, 2004 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec • New York
CANADIAN IMPERIAL BANK OF COMMERCE DEBT SECURITIES UNDERWRITING AGREEMENT
Underwriting Agreement • October 19th, 2011 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec • New York

Canadian Imperial Bank of Commerce, a Canadian bank chartered under the Bank Act (Canada) (the “Bank”), proposes to issue and sell to the underwriter named in Schedule II hereto (the “Underwriter”) US$450,000,000 aggregate principal amount of its re-opened 2.350% Senior Notes due 2015 (the “Securities”), as set forth in Schedule I hereto, to be issued pursuant to the provisions of an indenture, dated as of September 14, 2010 (the “Indenture”), between the Bank and The Bank of New York Mellon, as trustee (the “Trustee”).

SECTION 1 DEFINITIONS
Investor Rights Agreement • March 30th, 2001 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec • New York
AGREEMENT AND PLAN OF MERGER by and among CANADIAN IMPERIAL BANK OF COMMERCE, PRIVATEBANCORP, INC. and CIBC HOLDCO INC. Dated as of June 29, 2016
Merger Agreement • July 6th, 2016 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec • Delaware

AGREEMENT AND PLAN OF MERGER, dated as of June 29, 2016 (this “Agreement”), by and among CANADIAN IMPERIAL BANK OF COMMERCE, a Canadian chartered bank (“Parent”), PRIVATEBANCORP, INC., a Delaware corporation (“Company”), and CIBC HOLDCO INC., a Delaware corporation and a direct, wholly owned subsidiary of Parent (“Holdco”).

Canadian Imperial Bank of Commerce Equity-Linked Notes Distribution Agreement
Distribution Agreement • March 31st, 2005 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec • New York

Canadian Imperial Bank of Commerce, a financial institution governed by the Bank Act (Canada) (the “Issuer”), confirms its agreement with each of the Agents party hereto from time to time, as evidenced by their execution of an agency accession letter substantially in the form of Exhibit B hereto, with respect to the issue and sale from time to time by the Issuer of up to US$600,000,000 (or the equivalent thereof in one or more foreign currencies) aggregate initial public offering price of its Equity-Linked Notes (the “Notes”).

Air Canada, TD, CIBC,Visa and Aimia Reach Agreement in Principle for Acquisition of Aeroplan Loyalty Business
Acquisition Agreement • August 23rd, 2018 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec

· Transaction would provide value for Aimia and its shareholders and continuity for Aeroplan members and customers of Air Canada, TD, CIBC and Visa

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AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • March 30th, 2017 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec

This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER (this “Amendment”), dated as of March 30, 2017, is made by and among CANADIAN IMPERIAL BANK OF COMMERCE, a Canadian chartered bank (“Parent”), PRIVATEBANCORP, INC., a Delaware corporation (“Company”), and CIBC HOLDCO INC., a Delaware corporation and a direct, wholly owned subsidiary of Parent (“Holdco”).

Contract
Security Agreement • June 15th, 2005 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec • New York

This Security is not insured by the Federal Deposit Insurance Corporation or the Canada Deposit Insurance Corporation or any federal or other governmental agency of the United States of America or Canada.

CIBC LOGO] CIBC, AIR CANADA AGREE TO REPLACE EXISTING AEROGOLD CONTRACT TORONTO, April 17, 2003 -- CIBC presently has a contract with Air Canada, expiring in 2009, under which CIBC purchases Aeroplan miles to issue to CIBC Aerogold VISA credit card...
Aeroplan Agreement • April 17th, 2003 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec

TORONTO, April 17, 2003 -- CIBC presently has a contract with Air Canada, expiring in 2009, under which CIBC purchases Aeroplan miles to issue to CIBC Aerogold VISA credit card customers. CIBC and Air Canada have agreed to replace the contract with a new contract, subject to monitor approval, court approval in the CCAA proceedings and the fulfillment by Air Canada of certain conditions.

AMENDMENT TO CONFIRMATIONS FOR COLLAR TRANSACTIONS
Confirmations for Collar Transactions • August 29th, 2005 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec • New York

THIS AMENDMENT is made as of this 24th day of August 2005, between CIBC Investments Limited (“Counterparty”) and Citibank, N.A. (“Citibank”).

Contract
Security Agreement • September 29th, 2005 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec • New York

This Security is not insured by the Federal Deposit Insurance Corporation or the Canada Deposit Insurance Corporation or any federal or other governmental agency of the United States of America or Canada.

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