Bank of Montreal /Can/ Sample Contracts

Trustee SECOND SUPPLEMENTAL INDENTURE
Second Supplemental Indenture • December 15th, 2005 • Bank of Montreal /Can/ • Commercial banks, nec
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Trustee THIRD SUPPLEMENTAL INDENTURE
Third Supplemental Indenture • December 15th, 2005 • Bank of Montreal /Can/ • Commercial banks, nec
Contract
Stock Option Agreement • December 20th, 2010 • Bank of Montreal /Can/ • Commercial banks, nec • Delaware

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

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

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

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

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

AND
Trust Indenture • December 15th, 2005 • Bank of Montreal /Can/ • Commercial banks, nec • Quebec
JOINT FILING AGREEMENT
Joint Filing Agreement • February 13th, 2015 • Bank of Montreal /Can/ • Commercial banks, nec

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

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

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

AND
Trust Indenture • December 15th, 2005 • Bank of Montreal /Can/ • Commercial banks, nec • Quebec
BANK OF MONTREAL US$42,000,000,000 SENIOR MEDIUM-TERM NOTES, SERIES H SENIOR MEDIUM-TERM NOTES, SERIES I CALCULATION AGENCY AGREEMENT BETWEEN BANK OF MONTREAL AND BMO CAPITAL MARKETS CORP. May 26, 2022
Calculation Agency Agreement • May 26th, 2022 • Bank of Montreal /Can/ • Commercial banks, nec • New York

Bank of Montreal (the “Bank”) proposes to issue and sell from time to time certain of its senior debt securities designated as Senior Medium-Term Notes, Series H and Senior Medium-Term Notes, Series I (collectively, the “Notes”), pursuant to the terms of a Distribution Agreement, dated as of May 26, 2022, between the Bank and the Agents (as defined therein), as agents, with respect to its Senior Medium-Term Notes, Series H, and a Distribution Agreement, dated as of May 26, 2022, between the Bank and the Agents (as defined therein), as agents, with respect to its Senior Medium-Term Notes, Series I. The Notes are to be issued under a Senior Indenture, dated as of January 25, 2010, between the Bank and Computershare Trust Company, N.A., as successor to Wells Fargo Bank, National Association, as trustee, as supplemented by the First Supplemental Indenture thereto, dated as of September 23, 2018, between the Bank and Computershare Trust Company, N.A., as successor to Wells Fargo Bank, Natio

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

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

AND THE ROYAL TRUST COMPANY -- COMPAGNIE TRUST ROYAL TRUSTEE
Trust Indenture • December 16th, 2005 • Bank of Montreal /Can/ • Commercial banks, nec • Quebec
JOINT FILING AGREEMENT
Joint Filing Agreement • February 13th, 2015 • Bank of Montreal /Can/ • Commercial banks, nec

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

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

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

PRECIOUS METALS STORAGE AGREEMENT entered into as of the 9th day of October, 2015.
Precious Metals Storage Agreement • June 6th, 2016 • Bank of Montreal /Can/ • Commercial banks, nec • Ontario
JOINT FILING AGREEMENT
Joint Filing Agreement • February 14th, 2019 • Bank of Montreal /Can/ • Commercial banks, nec

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

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

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

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

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

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

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

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

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

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

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

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

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

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SHARE PURCHASE AGREEMENT by and among BNP PARIBAS S.A., BANCWEST HOLDING INC., BANK OF THE WEST, BANK OF MONTREAL AND BMO HARRIS BANK N.A. DECEMBER 18, 2021
Share Purchase Agreement • December 20th, 2021 • Bank of Montreal /Can/ • Commercial banks, nec • New York

SHARE PURCHASE AGREEMENT, dated December 18, 2021, by and among BNP Paribas S.A., a public limited company (Société Anonyme) organized under the laws of France (“Parent Seller”), BancWest Holding Inc., a Delaware corporation and financial holding company and indirect wholly owned subsidiary of Parent Seller (“Seller” and together with Parent Seller, the “Sellers”), Bank of the West, a California state-chartered bank and a direct, wholly-owned subsidiary of Seller (“Seller Bank”), Bank of Montreal, a foreign banking organization and financial holding company (“Purchaser”) and BMO Harris Bank N.A., a national bank (“Purchaser Bank”).

JOINT FILING AGREEMENT
Joint Filing Agreement • March 21st, 2017 • Bank of Montreal /Can/ • Commercial banks, nec

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

TRUSTEE SIXTH SUPPLEMENTAL INDENTURE
Sixth Supplemental Indenture • December 19th, 2005 • Bank of Montreal /Can/ • Commercial banks, nec • New York
CONVERSION AND VOTING AGREEMENT
Conversion and Voting Agreement • November 15th, 2011 • Bank of Montreal /Can/ • Commercial banks, nec • New York

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

PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • December 12th, 2014 • Bank of Montreal /Can/ • Commercial banks, nec • New York
JOINT FILING AGREEMENT
Joint Filing Agreement • February 14th, 2018 • Bank of Montreal /Can/ • Commercial banks, nec

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

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

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

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

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

STOCK PURCHASE AGREEMENT between BANK OF MONTREAL HOLDING INC. and VIRTUS INVESTMENT PARTNERS, INC. Dated as of October 27, 2016
Stock Purchase Agreement • October 27th, 2016 • Bank of Montreal /Can/ • Commercial banks, nec • New York

Stock Purchase Agreement, dated as of October 27, 2016 (hereinafter the “Agreement”), between Bank of Montreal Holding Inc., a Canadian corporation (“Seller”), and Virtus Investment Partners, Inc., a Delaware corporation (“Buyer”).

JOINT FILING AGREEMENT
Joint Filing Agreement • February 14th, 2017 • Bank of Montreal /Can/ • Commercial banks, nec

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

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

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

EMPLOYMENT AGREEMENT
Employment Agreement • March 11th, 2011 • Bank of Montreal /Can/ • Commercial banks, nec • Illinois

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of December 17, 2010, by and among Mark F. Furlong (the “Executive”), Harris N.A. (the “Company”) and Bank of Montreal (the “Parent”).

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

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

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