18-k-a Sample Contracts
EXHIBIT 4 CANADA MORTGAGE AND HOUSING CORPORATION UNDERWRITING AGREEMENTUnderwriting Agreement • November 24th, 2003 • Canada Mortgage & Housing Corp • Foreign governments • New York
Contract Type FiledNovember 24th, 2003 Company Industry Jurisdiction
November 7, 2005 To the Representatives named in Schedule I hereto of the Underwriters named in Schedule II hereto Dear Sirs: Canada Mortgage and Housing Corporation ("CMHC") proposes to sell to the underwriters named in Schedule II hereto (the...Underwriting Agreement • November 14th, 2005 • Canada Mortgage & Housing Corp • Foreign governments • New York
Contract Type FiledNovember 14th, 2005 Company Industry Jurisdiction
Exhibit 1.1 Dated as of February 13, 2007 PROVINCE OF NEW BRUNSWICK U.S.$500,000,000 5.20% Bonds due February 21, 2017 UNDERWRITING AGREEMENT PROVINCE OF NEW BRUNSWICK UNDERWRITING AGREEMENTUnderwriting Agreement • February 21st, 2007 • Province of New Brunswick • Foreign governments • New Brunswick
Contract Type FiledFebruary 21st, 2007 Company Industry Jurisdiction
EXHIBIT 5 CANADA MORTGAGE AND HOUSING CORPORATION UNDERWRITING AGREEMENTUnderwriting Agreement • September 14th, 2006 • Canada Mortgage & Housing Corp • Foreign governments • New York
Contract Type FiledSeptember 14th, 2006 Company Industry Jurisdiction
STATE OF ISRAEL LOGO] STATE OF ISRAEL Underwriting AgreementUnderwriting Agreement • March 2nd, 2004 • Israel State Of • Foreign governments • New York
Contract Type FiledMarch 2nd, 2004 Company Industry Jurisdiction
Exhibit 4 --------- Name and Address of the Purchasers ---------------------------------- Bear, Stearns & Co. Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated 383 Madison Avenue World Financial Center, North Tower New York, New York 10179 New...Exhibit • December 19th, 2002 • United Mexican States • Foreign governments
Contract Type FiledDecember 19th, 2002 Company IndustryBear, Stearns & Co. Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated 383 Madison Avenue World Financial Center, North Tower New York, New York 10179 New York, New York 10080
New York, New York June 10, 2003 Citigroup Global Markets Inc. Lehman Brothers Inc. As Representatives of the several Underwriters, c/o Citigroup Global Markets Inc. 390 Greenwich Street New York, NY 10013 Dear Sirs: The Government of Israel on behalf...Underwriting Agreement • June 18th, 2003 • Israel State Of • Foreign governments • New York
Contract Type FiledJune 18th, 2003 Company Industry Jurisdiction
EUROPEAN INVESTMENT BANKUnderwriting Agreement • March 18th, 2025 • European Investment Bank • Foreign governments • New York
Contract Type FiledMarch 18th, 2025 Company Industry Jurisdiction
FISCAL AGENCY AGREEMENT AMONG JAPAN INTERNATIONAL COOPERATION AGENCY JAPAN MUFG BANK, LTD., LONDON BRANCH Fiscal Agent, Principal Paying Agent and Transfer Agent AND Dated as of May 15, 2025 (New York City time)/May 16, 2025 (Tokyo time)Fiscal Agency Agreement • May 16th, 2025 • Japan International Cooperation Agency • Foreign governments • New York
Contract Type FiledMay 16th, 2025 Company Industry JurisdictionThis FISCAL AGENCY AGREEMENT, is made as of May 15, 2025 (New York City time)/May 16, 2025 (Tokyo time), among JAPAN INTERNATIONAL COOPERATION AGENCY, an incorporated administrative agency organized and existing under the laws of Japan (the “Issuer”), JAPAN, MUFG BANK, LTD., LONDON BRANCH, a corporation organized and existing under the laws of Japan, as Fiscal Agent, Principal Paying Agent and Transfer Agent, and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, as U.S. Representative of the Fiscal Agent, Principal Paying Agent and Transfer Agent.
The Republic of Türkiye Underwriting AgreementUnderwriting Agreement • May 29th, 2025 • Republic of Turkey • Foreign governments • New York
Contract Type FiledMay 29th, 2025 Company Industry JurisdictionThe Republic of Türkiye (“The Republic” or the “State”) acting by and through its Minister of Treasury and Finance, proposes to sell to the underwriters named in Schedule II hereto (the “Underwriters”), 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 identified in Schedule I hereto (the “Fiscal Agency Agreement”) between The Republic and the fiscal agent identified in Schedule I hereto (the “Fiscal Agent”). If the firm or firms listed in Schedule II hereto include only the firm or firms listed in Schedule I hereto, then the terms “Underwriters” and “Representatives”, as used herein, shall each be deemed to refer to such firm or firms.
JAPAN INTERNATIONAL COOPERATION AGENCY Unconditionally and Irrevocably Guaranteed as to Payment of Principal and Interest by JAPAN UNDERWRITING AGREEMENT Dated as of May 15, 2025 (New York City time)/May 16, 2025 (Tokyo time)Underwriting Agreement • May 16th, 2025 • Japan International Cooperation Agency • Foreign governments • New York
Contract Type FiledMay 16th, 2025 Company Industry Jurisdiction
Republic of Colombia Underwriting AgreementUnderwriting Agreement • November 7th, 2024 • Republic of Colombia • Foreign governments • New York
Contract Type FiledNovember 7th, 2024 Company Industry JurisdictionThe Republic of Colombia (the “Republic”) proposes to issue and sell to the underwriters named in Schedule II hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), the principal amounts of its securities identified in Schedule I hereto, such amounts being subject to potential adjustment as provided in Schedule II hereto, consisting of (i) 7.750% Global Bonds due 2036 to be issued under an indenture, dated as of January 28, 2015, as amended and supplemented by the First Supplemental Indenture, dated as of September 8, 2015 (as amended and supplemented, the “Indenture”), between the Republic and the trustee named therein (the “Trustee”), in the respective forms filed as exhibits to the Registration Statement (as hereinafter defined) (the “2036 Global Bonds”) and (ii) 8.375% Global Bonds due 2054 to be issued under the Indenture (the “2054 Global Bonds” and, together with the 2036 Global Bonds, the “Securities”).
UNDERWRITING AGREEMENTUnderwriting Agreement • October 23rd, 2002 • Province of New Brunswick • American depositary receipts • New York
Contract Type FiledOctober 23rd, 2002 Company Industry Jurisdiction
EXPORT DEVELOPMENT CANADAFiscal Agency Agreement • February 21st, 2020 • Export Development Canada/Cn • Foreign governments • Ontario
Contract Type FiledFebruary 21st, 2020 Company Industry JurisdictionFISCAL AGENCY AGREEMENT dated as of February 24, 2020, between Export Development Canada (“EDC”) and Citibank, N.A. (“Citibank”), a national banking association authorized to do business in New York, as fiscal agent, transfer agent, registrar and principal paying agent.
EXHIBIT 99.11 That required by items (11), (12), (13) and (14) and a part of that required by item (3) of Schedule B of the Securities Act of 1933 follows: I All of the debt of the Province of British Columbia is unsecured, hence there is no provision...Fiscal Agency Agreement • May 1st, 2003 • Province of British Columbia • Foreign governments • British Columbia
Contract Type FiledMay 1st, 2003 Company Industry Jurisdiction
PROVINCE OF ONTARIO US$2,000,000,000 FISCAL AGENCY AGREEMENT Dated as of June 11, 2025Fiscal Agency Agreement • June 12th, 2025 • Ontario Province Of • Foreign governments • Ontario
Contract Type FiledJune 12th, 2025 Company Industry JurisdictionFISCAL AGENCY AGREEMENT dated as of June 11, 2025, between the Province of Ontario (the “Province”) and The Bank of New York Mellon, a corporation organized and existing under the laws of the State of New York, as fiscal agent, transfer agent, registrar, DTC Custodian (as defined below) and principal paying agent.
QUÉBECTerms Agreement • September 5th, 2024 • Quebec • Foreign governments
Contract Type FiledSeptember 5th, 2024 Company IndustryOn behalf of the several Underwriters named in Schedule I hereto and for their respective accounts, we offer to purchase on and subject to the terms and conditions of this Terms Agreement and the Québec Underwriting Agreement Standard Provisions (Debt Securities), dated August 28, 2024 (the “Underwriting Agreement Standard Provisions”), the following Designated Securities on the following terms. All of the provisions of the Underwriting Agreement Standard Provisions attached hereto are herein incorporated by reference in their entirety and shall be deemed to be a part of this Terms Agreement to the same extent as if such provisions had been set forth in full herein. Except as otherwise indicated, capitalized terms used herein have the meanings specified in the Underwriting Agreement Standard Provisions:
REPUBLIC OF PANAMA (the “Republic”) TERMS AGREEMENTTerms Agreement • February 29th, 2024 • Panama Republic Of • Foreign governments • New York
Contract Type FiledFebruary 29th, 2024 Company Industry JurisdictionThe undersigned agrees to sell to the Underwriters named in Schedule A hereto, on and subject to the terms and conditions of the Underwriting Agreement (the “Underwriting Agreement”) attached hereto as Schedule D and filed as an exhibit to the Republic’s registration statement under Schedule B of the Securities Act of 1933 (No. 333-273534) (the “Registration Statement”), the following Offered Securities on the following terms:
REGISTERED GLOBAL SECURITY CUSIP No. 698299 BV5 ISIN No. US698299BV52 Common Code: 260468006Fiscal Agency Agreement • October 4th, 2023 • Panama Republic Of • Foreign governments
Contract Type FiledOctober 4th, 2023 Company IndustryTHIS SECURITY IS A DEFINITIVE REGISTERED GLOBAL SECURITY WITHIN THE MEANING OF THE FISCAL AGENCY AGREEMENT HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), OR A NOMINEE THEREOF. THIS SECURITY MAY NOT BE EXCHANGED IN WHOLE OR IN PART FOR A SECURITY REGISTERED, AND NO TRANSFER OF THIS SECURITY IN WHOLE OR IN PART MAY BE REGISTERED, IN THE NAME OF ANY PERSON OTHER THAN DTC OR A NOMINEE THEREOF, EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE FISCAL AGENCY AGREEMENT.
GOVERNMENT OF JAMAICA J$46,600,000,000 9.625% NOTES DUE 2030 UNDERWRITING AGREEMENTUnderwriting Agreement • November 9th, 2023 • Jamaica Government Of • Foreign governments
Contract Type FiledNovember 9th, 2023 Company Industry
QUÉBEC DUE September 5, 2034 FISCAL AGENCY AGREEMENTFiscal Agency Agreement • September 5th, 2024 • Quebec • Foreign governments
Contract Type FiledSeptember 5th, 2024 Company IndustryAND: THE BANK OF NEW YORK MELLON, a New York banking corporation, as fiscal agent, registrar, principal paying agent and transfer agent
TERMS AGREEMENT FEDERATIVE REPUBLIC OF BRAZILTerms Agreement • February 25th, 2025 • Federative Republic of Brazil • Foreign governments • New York
Contract Type FiledFebruary 25th, 2025 Company Industry JurisdictionSubject in all respects to the terms and conditions contained in the Underwriting Terms (as defined below), the underwriters named in Annex I hereto (the “Underwriters”) severally and not jointly agree to purchase, and the Federative Republic of Brazil (“Brazil”) agrees to sell, the principal amount set forth in Annex I hereto of the 6.625% Global Bonds due 2035 (the “Global Bonds”) of Brazil, having the terms set forth in the Prospectus Supplement dated February 18, 2025 (the “Prospectus Supplement”), at the Purchase Price set forth in the Prospectus Supplement and described herein under “Purchase Price” below. For purposes of this Terms Agreement (as defined below), (i) “Underwriting Terms” means the Underwriting Terms, dated February 2025 and attached hereto as Schedule A, incorporated by reference herein as if fully set forth herein, as modified by the terms and conditions of this Terms Agreement (this “Terms Agreement”), (ii) all references to “Debt Securities” in the Underwriting
PROVINCE OF MANITOBA FISCAL AGENCY AGREEMENTFiscal Agency Agreement • May 31st, 2024 • Province of Manitoba • American depositary receipts • New York
Contract Type FiledMay 31st, 2024 Company Industry JurisdictionFISCAL AGENCY AGREEMENT (this “Agreement”), dated as of May 31, 2024, between Province of Manitoba (the “Province” or the “Issuer”) and HSBC Bank USA, National Association (the “Fiscal Agent”), a national banking association organized under the laws of the United States of America, as registrar, fiscal agent, transfer agent and principal paying agent.
PROVINCE OF BRITISH COLUMBIA U.S.$3,500,000,000 4.700% BONDS, SERIES BCUSG-17, DUE January 24, 2028 FISCAL AGENCY AGREEMENT Dated as of January 24, 2025 PROVINCE OF BRITISH COLUMBIAFiscal Agency Agreement • January 24th, 2025 • Province of British Columbia • Foreign governments • British Columbia
Contract Type FiledJanuary 24th, 2025 Company Industry JurisdictionBMO Capital Markets Corp. CIBC World Markets Corp. J.P. Morgan Securities plc National Bank of Canada Financial Inc. RBC Capital Markets, LLC as representatives (the “Representatives”) of the several Underwriters (as defined below) Minister of Finance Parliament Buildings Victoria, British Columbia Canada V8V 1X4
UNDERWRITING AGREEMENT Dated February 6, 2025 REPÚBLICA ORIENTAL DEL URUGUAY, acting through the Ministry of Economy and Finance AND BBVA SECURITIES INC. AND CITIGROUP GLOBAL MARKETS INC. AND J.P. MORGAN SECURITIES LLC UNDERWRITING AGREEMENT 5.442%...Underwriting Agreement • February 19th, 2025 • Uruguay Republic Of • Foreign governments • New York
Contract Type FiledFebruary 19th, 2025 Company Industry JurisdictionREPÚBLICA ORIENTAL DEL URUGUAY acting through the Ministry of Economy and Finance (the “Republic”) proposes to issue and sell to the underwriters named in Schedule II hereto (the “Underwriters”) U.S.$1,500,065,096 aggregate principal amount of its 5.442% USD Bonds due 2037 (the “Securities”). The Securities will be issued pursuant to the indenture dated as of October 27, 2015 (as amended and supplemented, the “Indenture”), among the Republic and The Bank of New York Mellon, as trustee (the “Trustee”). A form of the Indenture was filed on October 19, 2015 with the U.S. Securities and Exchange Commission (the “Commission”).
Underwriting AgreementUnderwriting Agreement • February 19th, 2025 • Israel, State Of • Foreign governments • New York
Contract Type FiledFebruary 19th, 2025 Company Industry JurisdictionThe Government of Israel on behalf of the State of Israel (“Israel”) proposes, upon the terms and conditions set forth in this agreement (the “Agreement”), to issue and sell to you (the “Underwriters”) $2,500,000,000 aggregate principal amount of its 5.375% Bonds due 2030 (the “2030 Bonds”) and $2,500,000,000 aggregate principal amount of its 5.625% Bonds due 2035 (the “2035 Bonds” and, together with the 2030 Bonds, the “Offered Securities”) pursuant to the provisions of a Fiscal Agency Agreement dated as of March 13, 2000, as amended by Amendment No. 1 to Fiscal Agency Agreement dated as of February 24, 2004 and Amendment No. 2 to Fiscal Agency Agreement dated as of January 5, 2016 (as so amended, the “Fiscal Agency Agreement”), in each case between Israel and Citibank, N.A., as fiscal agent (the “Fiscal Agent”).
Province of Manitoba Underwriting AgreementUnderwriting Agreement • May 31st, 2024 • Province of Manitoba • American depositary receipts • New York
Contract Type FiledMay 31st, 2024 Company Industry Jurisdiction
UNDERWRITING AGREEMENT Dated October 19, 2006 REPÚBLICA ORIENTAL DEL URUGUAY, acting through the Ministry of Finance AND CITIGROUP GLOBAL MARKETS INC., MORGAN STANLEY & CO. INCORPORATED AND UBS SECURITIES LLC UNDERWRITING AGREEMENT 7.625% Bonds due 2036Underwriting Agreement • January 18th, 2007 • Uruguay Republic Of • Foreign governments • New York
Contract Type FiledJanuary 18th, 2007 Company Industry Jurisdiction
FISCAL AGENCY AGREEMENT Between EUROPEAN INVESTMENT BANK andFiscal Agency Agreement • December 21st, 2023 • European Investment Bank • Foreign governments • New York
Contract Type FiledDecember 21st, 2023 Company Industry JurisdictionFISCAL AGENCY AGREEMENT dated as of December 21, 2023 between the EUROPEAN INVESTMENT BANK (the “Issuer”), and CITIBANK, N.A., LONDON BRANCH, a national banking corporation duly organized and existing under the laws of the State of New York (“Citibank”), as Fiscal Agent.
UNITED MEXICAN STATES U.S.$2,203,576,000 4.875% GLOBAL NOTES DUE 2033Terms Agreement • August 19th, 2022 • United Mexican States • Foreign governments • New York
Contract Type FiledAugust 19th, 2022 Company Industry Jurisdiction* Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. Each securities rating should be evaluated independent of each other securities rating.
The Federative Republic of Brazil Underwriting AgreementUnderwriting Agreement • October 13th, 2017 • Federative Republic of Brazil • Foreign governments • New York
Contract Type FiledOctober 13th, 2017 Company Industry JurisdictionThe Federative Republic of Brazil (“Brazil”) proposes, subject to the terms and conditions set forth in this Agreement, to issue and sell to the underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you are acting as representatives (collectively, the “Representatives”), U.S.$3,000,000,000 in aggregate principal amount of its 4.625% Global Bonds due 2028 (the “Securities”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Prospectus Supplement (as defined in Section 1(a) hereof).
QUÉBEC DUE February 13, 2023Fiscal Agency Agreement • February 14th, 2013 • Quebec • Foreign governments
Contract Type FiledFebruary 14th, 2013 Company IndustryAND: DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as fiscal agent, registrar, principal paying agent and transfer agent
ContractFiscal Agency Agreement • February 4th, 2025 • Republic of the Philippines • Foreign governments
Contract Type FiledFebruary 4th, 2025 Company IndustryTHIS SECURITY IS A REGISTERED GLOBAL SECURITY WITHIN THE MEANING OF THE FISCAL AGENCY AGREEMENT HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF THE BANK OF NEW YORK MELLON, LONDON BRANCH, (THE “COMMON DEPOSITARY”), AS COMMON DEPOSITARY FOR EUROCLEAR BANK S.A./N.V. (“EUROCLEAR”) AND CLEARSTREAM BANKING S.A. (“CLEARSTREAM”), OR A NOMINEE THEREOF. THIS SECURITY MAY NOT BE EXCHANGED IN WHOLE OR IN PART FOR A SECURITY REGISTERED, AND NO TRANSFER OF THIS SECURITY IN WHOLE OR IN PART MAY BE REGISTERED, IN THE NAME OF ANY PERSON OTHER THAN THE COMMON DEPOSITARY OR A NOMINEE THEREOF, EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE FISCAL AGENCY AGREEMENT.
EXPORT DEVELOPMENT CANADA UNDERWRITING AGREEMENTUnderwriting Agreement • February 1st, 2016 • Export Development Canada/Cn • Foreign governments • New York
Contract Type FiledFebruary 1st, 2016 Company Industry JurisdictionExport Development Canada (“EDC”) proposes to sell to the underwriters named in Schedule II hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), the principal amount of its securities identified in Schedule II hereto (the “Securities”), to be issued pursuant to a Fiscal Agency Agreement (the “Fiscal Agency Agreement”) to be dated as provided in Schedule I hereto between EDC and the banking institution named therein, as Fiscal Agent (the “Fiscal Agent”). The Securities to be sold in the United States, as certified by the Underwriters in a report relating to distribution of primary allotment substantially in the form of Schedule III hereto, are referred to herein as the “Registered Securities” and all other Securities are referred to herein as the “Offshore Securities”. The Securities are direct unconditional obligations of EDC and, as such, carry the full faith and credit of Canada (“Canada”) and constitute direct unconditional obligations of
REPUBLIC OF PERU €825,000,000 1.250% Euro-Denominated Global Bonds due 2033 UNDERWRITING AGREEMENTUnderwriting Agreement • March 25th, 2021 • Peru Republic Of • Foreign governments • New York
Contract Type FiledMarch 25th, 2021 Company Industry JurisdictionTHE REPUBLIC OF PERU (“Peru”) proposes to issue and sell to the underwriters whose names are set forth on Schedule I hereto, acting severally, not jointly (each an “Underwriter” and, collectively, the “Underwriters”), €825,000,000 aggregate principal amount of its 1.250% Euro-denominated Global Bonds due 2033 (the “Global Bonds”) to be issued pursuant to an indenture, dated as of August 25, 2015 (the “Indenture”), among Peru, The Bank of New York Mellon, as trustee (the “Trustee”), and The Bank of New York Mellon (Luxembourg) S.A., as Luxembourg paying agent and Luxembourg transfer agent. The transaction contemplated by this Agreement, including the issuance, sale and delivery of the Global Bonds and the resale thereof by the Underwriters, is referred to in this Agreement as the “Offering.”
