0000950103-19-006119 Sample Contracts

THE ROYAL BANK OF SCOTLAND GROUP PLC Underwriting Agreement Senior Debt Securities
Underwriting Agreement • May 8th, 2019 • Royal Bank of Scotland Group PLC • Commercial banks, nec • New York

As Representatives of the several Underwriters (as defined below) named in Schedule I to the Pricing Agreement (as defined below)

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THE ROYAL BANK OF SCOTLAND GROUP PLC as Company and THE BANK OF NEW YORK MELLON, ACTING THROUGH ITS LONDON BRANCH as Trustee FIFTH SUPPLEMENTAL INDENTURE dated as of May 8, 2019 to the AMENDED AND RESTATED INDENTURE dated as of December 13, 2017
Fifth Supplemental Indenture • May 8th, 2019 • Royal Bank of Scotland Group PLC • Commercial banks, nec • New York

This FIFTH SUPPLEMENTAL INDENTURE, dated as of May 8, 2019, among THE ROYAL BANK OF SCOTLAND GROUP PLC, a corporation incorporated in Scotland with registered number SC045551, as issuer (the “Company”) and THE BANK OF NEW YORK MELLON, acting through its London Branch, a banking corporation duly organized and existing under the laws of the State of New York, as trustee (the “Trustee”) having its Corporate Trust Office at One Canada Square, London E14 5AL.

Pricing Agreement
Pricing Agreement • May 8th, 2019 • Royal Bank of Scotland Group PLC • Commercial banks, nec
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