0001104659-12-077451 Sample Contracts

CITY NATIONAL CORPORATION (A Delaware corporation) 7,000,000 Depositary Shares, Each representing 1/40th interest in a share of 5.50% Non-Cumulative Perpetual Preferred Stock, Series C, $1.00 par value Underwriting Agreement

Underwriting Agreement • November 13th, 2012 • City National Corp • National commercial banks • New York

• Contract Type
  Underwriting Agreement
• Filed
  November 13th, 2012
• Company
  City National Corp
• Industry
  National commercial banks
• Jurisdiction
  New York

Securities Offered: Depositary Shares, each representing 1/40th interest in a share of 5.50% Non-Cumulative Perpetual Preferred Stock, Series C

DEPOSIT AGREEMENT among CITY NATIONAL CORPORATION, COMPUTERSHARE TRUST COMPANY, N.A., as Depositary, COMPUTERSHARE INC., and THE HOLDERS FROM TIME TO TIME OF THE DEPOSITARY RECEIPTS DESCRIBED HEREIN Dated as of November 13, 2012

Deposit Agreement • November 13th, 2012 • City National Corp • National commercial banks • Delaware

• Contract Type
  Deposit Agreement
• Filed
  November 13th, 2012
• Company
  City National Corp
• Industry
  National commercial banks
• Jurisdiction
  Delaware

DEPOSIT AGREEMENT dated as of November 13, 2012, among (i) City National Corporation, a Delaware corporation, (ii) Computershare Trust Company, N.A., (iii) Computershare Inc., and (iv) the Holders from time to time of the Receipts described herein.