0001193125-12-518441 Sample Contracts

AMENDED AND RESTATED DISTRIBUTION AGREEMENT BY AND BETWEEN THE BANK OF NOVA SCOTIA AND SCOTIA CAPITA (USA) INC THE BANK OF NOVA SCOTIA US$18,000,000,000 SENIOR NOTES, SERIES A December 28, 2012
Distribution Agreement • December 28th, 2012 • Bank of Nova Scotia / • State commercial banks • New York

This Amended and Restated Distribution Agreement (this “Agreement”) is made and entered into as of December 28, 2012 by and between The Bank of Nova Scotia, a Canadian chartered bank (the “Bank”) and Scotia Capital (USA) Inc. (“SCUSA”)

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THE BANK OF NOVA SCOTIA US$18,000,000,0001 SENIOR NOTES, SERIES A AMENDED AND RESTATED CALCULATION AGENCY AGREEMENT BETWEEN THE BANK OF NOVA SCOTIA AND SCOTIA CAPITAL INC. December 28, 2012
Calculation Agency Agreement • December 28th, 2012 • Bank of Nova Scotia / • State commercial banks • New York

This Amended and Restated Calculation Agency Agreement is entered into by and between The Bank of Nova Scotia (the “Bank”) and Scotia Capital Inc. The Bank proposes to issue and sell certain of its securities designated as Senior Notes, Series A (the “Notes”). The Notes are to be issued under the Indenture, dated as of January 11, 2010, between the Bank and Computershare Trust Company, N.A., as U.S. Trustee (the “U.S. Trustee”) and Computershare Trust Company of Canada, as Canadian Trustee (together with the U.S. Trustee, the “Trustees”). The Notes are to be distributed pursuant to the terms of the Amended and Restated Distribution Agreement, dated December 28, 2012 (the “Distribution Agreement”), between the Bank and Scotia Capital (USA) Inc., relating to the Notes. Terms used but not defined herein shall have the meanings assigned to them in the form of Note attached as Exhibit A hereto or in the Prospectus, dated December 28, 2012 and as supplemented by the Prospectus Supplement, da

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