SOVEREIGN BANCORP, INC. $250,000,000 2.50% Senior Notes Due 2012 Guaranteed Under the FDIC’s Temporary Liquidity Guarantee Program Purchase AgreementPurchase Agreement • December 19th, 2008 • Sovereign Bancorp Inc • Savings institution, federally chartered • New York
Sovereign Bancorp, Inc., a Pennsylvania corporation (the “Company”), proposes to sell to the several purchasers named in Schedule I hereto (the “Purchasers”), for whom you (the “Representatives”) are acting as representatives, the principal amount of its securities identified in Schedule I hereto (the “Securities”), to be issued under a fiscal agency agreement (the “Agency Agreement”), to be dated as of December 22, 2008, between the Company and The Bank of New York Mellon, as fiscal agent (the “Fiscal Agent”). To the extent there are no additional Purchasers listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Purchasers, and the term Purchasers shall mean either the singular or plural as the context requires.
