0001193125-10-207894 Sample Contracts

CANADIAN IMPERIAL BANK OF COMMERCE DEBT SECURITIES UNDERWRITING AGREEMENT
Underwriting Agreement • September 10th, 2010 • Canadian Imperial Bank of Commerce /Can/ • Commercial banks, nec • New York

Canadian Imperial Bank of Commerce, a Canadian bank chartered under the Bank Act (Canada) (the “Bank”), proposes to issue and sell to the several underwriters named in Schedule II hereto (the “Underwriters”) US$1,500,000,000 aggregate principal amount of its 1.450% Senior Notes due 2013 (the “Securities”), as set forth in Schedule I hereto, to be issued pursuant to the provisions of an indenture to be dated as of the Closing Date (as defined in Section 4 hereof) (the “Indenture”) between the Bank and The Bank of New York Mellon, as trustee (the “Trustee”). Barclays Capital Inc., CIBC World Markets Corp., Citigroup Global Markets Inc., and J.P. Morgan Securities LLC shall act as representatives of the several Underwriters (the “Representatives”).

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