0000891092-13-006380 Sample Contracts

LIMITED PARTNERSHIP AGREEMENT
Limited Partnership Agreement • July 22nd, 2013 • Bank of Nova Scotia / • State commercial banks • Ontario

THIS LIMITED PARTNERSHIP AGREEMENT (this “Agreement”) of Scotiabank Covered Bond Guarantor Limited Partnership (the “Partnership”) is made as of the 19th day of July, 2013.

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AGENCY AGREEMENT U.S.$15,000,000,000 GLOBAL REGISTERED COVERED BOND PROGRAM of THE BANK OF NOVA SCOTIA, as Issuer - and - unconditionally and irrevocably guaranteed as to payments of interest and principal by SCOTIABANK COVERED BOND GUARANTOR LIMITED...
Agency Agreement • July 22nd, 2013 • Bank of Nova Scotia / • State commercial banks • Ontario

be admitted to the Official List and to the London Stock Exchange for such Covered Bonds to be admitted to trading on either the Market or the PSM.

mortgage sale agreement
Mortgage Sale Agreement • July 22nd, 2013 • Bank of Nova Scotia / • State commercial banks • Ontario

THE BANK OF NOVA SCOTIA, a bank named in Schedule I to the Bank Act, whose executive office is at 44 King Street West, Toronto, Ontario, M5H 1H1, in its capacity as Seller, as Servicer and as Cash Manager;

SECURITY AGREEMENT SCOTIABANK COVERED BOND GUARANTOR LIMITED PARTNERSHIP, as Guarantor - and - COMPUTERSHARE TRUST COMPANY OF CANADA, as Bond Trustee - and - THE BANK OF NOVA SCOTIA, as Issuer, Seller, Servicer, Cash Manager, Interest Rate Swap...
Security Agreement • July 22nd, 2013 • Bank of Nova Scotia / • State commercial banks • Ontario

NOW THEREFORE, IT IS HEREBY AGREED that in consideration of the mutual covenants and agreements herein set forth, the parties agree as follows:

COVER POOL MONITOR AGREEMENT SCOTIABANK COVERED BOND GUARANTOR LIMITED PARTNERSHIP, as Guarantor - and - THE BANK OF NOVA SCOTIA, as Issuer and Cash Manager - and - KPMG LLP, as Cover Pool Monitor - and - COMPUTERSHARE TRUST COMPANY OF CANADA, as Bond...
Cover Pool Monitor Agreement • July 22nd, 2013 • Bank of Nova Scotia / • State commercial banks • Ontario

NOW THEREFORE, IT IS HEREBY AGREED that in consideration of the mutual covenants and agreements herein set forth, the parties agree as follows:

CASH MANAGEMENT AGREEMENT
Cash Management Agreement • July 22nd, 2013 • Bank of Nova Scotia / • State commercial banks • Ontario

NOW THEREFORE, IT IS HEREBY AGREED that in consideration of the mutual covenants and agreements herein set forth, the parties agree as follows:

CORPORATE SERVICES AGREEMENT by and among THE BANK OF NOVA SCOTIA as Client and SCOTIABANK COVERED BOND GUARANTOR LIMITED PARTNERSHIP as Guarantor and COMPUTERSHARE TRUST COMPANY OF CANADA as Trustee and Corporate Services Provider and 8429057 CANADA...
Corporate Services Agreement • July 22nd, 2013 • Bank of Nova Scotia / • State commercial banks • Ontario

THE BANK OF NOVA SCOTIA, a bank named in Schedule I to the Bank Act (Canada), whose executive office is at 44 King Street West, Toronto, Ontario M5H 1H1, as Account Bank (hereinafter referred to as “Client”)

BANK ACCOUNT AGREEMENT
Bank Account Agreement • July 22nd, 2013 • Bank of Nova Scotia / • State commercial banks • Ontario

NOW THEREFORE, IT IS HEREBY AGREED that in consideration of the mutual covenants and agreements herein set forth, the parties agree as follows:

servicing Agreement
Servicing Agreement • July 22nd, 2013 • Bank of Nova Scotia / • State commercial banks • Ontario

NOW THEREFORE, IT IS HEREBY AGREED that in consideration of the mutual covenants and agreements herein set forth, the parties hereto agree as follows:

contents
Standby Bank Account Agreement • July 22nd, 2013 • Bank of Nova Scotia / • State commercial banks • Ontario

NOW THEREFORE, IT IS HEREBY AGREED that in consideration of the mutual covenants and agreements herein set forth, the parties agree as follows:

INTERCOMPANY LOAN AGREEMENT
Intercompany Loan Agreement • July 22nd, 2013 • Bank of Nova Scotia / • State commercial banks • Ontario
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