Common use of GRACECHURCH CARD FUNDING Clause in Contracts

GRACECHURCH CARD FUNDING. (NO. 8) PLC (incorporated with limited liability under the laws of England and Wales) $[*] CLASS B FLOATING RATE ASSET-BACKED NOTES DUE 2008 This Class B Note Certificate is issued in respect of the $[*] Class B Floating Rate Asset-Backed Notes due 2008 (the "CLASS B NOTES") of Gracechurch Card Funding (No. 8) PLC (the "ISSUER"). The Class B Notes are constituted by, are subject to, and have the benefit of, a trust deed dated [*] June 2005 (as amended or supplemented from time to time, the "TRUST DEED") between the Issuer and The Bank of New York as trustee (the "TRUSTEE", which expression includes all persons for the time being appointed trustee or trustees under the Trust Deed) and are the subject of a Paying Agency and Agent Bank Agreement (as amended or supplemented from time to time, the "PAYING AGENCY AND AGENT BANK AGREEMENT") dated [*] June 2005 and made between the Issuer, The Bank of New York as registrar (the "REGISTRAR", which expression includes any successor registrar appointed from time to time in connection with the Class B Notes), The Bank of New York as principal paying agent, the other paying agents and the transfer agents named therein and the Trustee.

GRACECHURCH CARD FUNDING. (NO. 8) 5) PLC (incorporated with limited liability under the laws of England and Wales) $[*[ ] CLASS Class B FLOATING RATE ASSETFloating Rate Asset-BACKED NOTES DUE 2008 Backed Notes due [ ] This Class B Note Certificate is issued in respect of the $[*[ ] Class B Floating Rate Asset-Backed Notes due 2008 [ ] (the "CLASS Class B NOTESNotes") of Gracechurch Card Funding (No. 8) 5) PLC (the "ISSUERIssuer"). The Class B Notes are constituted by, are subject to, and have the benefit of, a trust deed dated [*[ ] June 2005 September 2003 (as amended or supplemented from time to time, the "TRUST DEEDTrust Deed") between the Issuer and The Bank of New York as trustee (the "TRUSTEETrustee", which expression includes all persons for the time being appointed trustee or trustees under the Trust Deed) and are the subject of a Paying Agency and Agent Bank Agreement (as amended or supplemented from time to time, the "PAYING AGENCY AND AGENT BANK AGREEMENTPaying Agency and Agent Bank Agreement") dated [*[ ] June 2005 September 2003 and made between the Issuer, The Bank of New York as registrar (the "REGISTRARRegistrar", which expression includes any successor registrar appointed from time to time in connection with the Class B Notes), The Bank of New York as principal paying agent, the other paying agents and the transfer agents named therein and the Trustee.. Any reference herein to the "Conditions" is to the terms and conditions of the Class B Notes endorsed hereon and any reference to a numbered "Condition" is to the correspondingly numbered provision thereof. This is to certify that:

GRACECHURCH CARD FUNDING. (NO. 8) PLC (incorporated with limited liability under the laws of England and Wales) $[*] CLASS B FLOATING RATE ASSETClass A1 Floating Rate Asset-BACKED NOTES DUE Backed Notes due 2008 This Class B A1 Note Certificate is issued in respect of the $[*] Class B A1 Floating Rate Asset-Backed Notes due 2008 (the "CLASS B NOTES") of Gracechurch Card Funding (No. 8) PLC (the "ISSUER"). The Class B A1 Notes are constituted by, are subject to, and have the benefit of, a trust deed dated [*] June 2005 (as amended or supplemented from time to time, the "TRUST DEED") between the Issuer and The Bank of New York as trustee (the "TRUSTEE", which expression includes all persons for the time being appointed trustee or trustees under the Trust Deed) and are the subject of a Paying Agency and Agent Bank Agreement (as amended or supplemented from time to time, the "PAYING AGENCY AND AGENT BANK AGREEMENT") dated [*] June 2005 and made between the Issuer, The Bank of New York as registrar (the "REGISTRAR", which expression includes any successor registrar appointed from time to time in connection with the Class B A1 Notes), The Bank of New York as principal paying agent, the other paying agents and the transfer agents named therein and the Trustee.

GRACECHURCH CARD FUNDING. (NO. 8) 5) PLC (incorporated with limited liability under the laws of England and Wales) $[*[ ] CLASS B FLOATING RATE ASSETClass C Floating Rate Asset-BACKED NOTES DUE 2008 Backed Notes due [ ] This Class B C Note Certificate is issued in respect of the $[*[ ] Class B C Floating Rate Asset-Backed Notes due 2008 [ ] (the "CLASS B NOTESClass C Notes") of Gracechurch Card Funding (No. 8) 5) PLC (the "ISSUERIssuer"). The Class B C Notes are constituted by, are subject to, and have the benefit of, a trust deed dated [*[ ] June 2005 September 2003 (as amended or supplemented from time to time, the "TRUST DEEDTrust Deed") between the Issuer and The Bank of New York as trustee (the "TRUSTEETrustee", which expression includes all persons for the time being appointed trustee or trustees under the Trust Deed) and are the subject of a Paying Agency and Agent Bank Agreement (as amended or supplemented from time to time, the "PAYING AGENCY AND AGENT BANK AGREEMENTPaying Agency and Agent Bank Agreement") dated [*[ ] June 2005 September 2003 and made between the Issuer, The Bank of New York as registrar (the "REGISTRARRegistrar", which expression includes any successor registrar appointed from time to time in connection with the Class B C Notes), The Bank of New York as principal paying agent, the other paying agents and the transfer agents named therein and the Trustee.. Any reference herein to the "Conditions" is to the terms and conditions of the Class C Notes endorsed hereon and any reference to a numbered "Condition" is to the correspondingly numbered provision thereof. This is to certify that:

GRACECHURCH CARD FUNDING. (NO. 8) 5) PLC (incorporated with limited liability under the laws of England and Wales) $[*[ ] CLASS B FLOATING RATE ASSETClass A2 Floating Rate Asset-BACKED NOTES DUE 2008 Backed Notes due [ ] This Class B A2 Note Certificate is issued in respect of the $[*[ ] Class B A2 Floating Rate Asset-Backed Notes due 2008 [ ] (the "CLASS B NOTESNotes") of Gracechurch Card Funding (No. 8) 5) PLC (the "ISSUERIssuer"). The Class B A2 Notes are constituted by, are subject to, and have the benefit of, a trust deed dated [*[ ] June 2005 September 2003 (as amended or supplemented from time to time, the "TRUST DEEDTrust Deed") between the Issuer and The Bank of New York as trustee (the "TRUSTEETrustee", which expression includes all persons for the time being appointed trustee or trustees under the Trust Deed) and are the subject of a Paying Agency and Agent Bank Agreement (as amended or supplemented from time to time, the "PAYING AGENCY AND AGENT BANK AGREEMENTPaying Agency and Agent Bank Agreement") dated [*[ ] June 2005 September 2003 and made between the Issuer, The Bank of New York as registrar (the "REGISTRARRegistrar", which expression includes any successor registrar appointed from time to time in connection with the Class B A2 Notes), The Bank of New York as principal paying agent, the other paying agents and the transfer agents named therein and the Trustee.

GRACECHURCH CARD FUNDING. (NO. 8) 5) PLC (incorporated with limited liability under the laws of England and Wales) $[*[ o] CLASS B FLOATING RATE ASSETClass A1 Floating Rate Asset-BACKED NOTES DUE 2008 Backed Notes due [ ] This Class B A1 Note Certificate is issued in respect of the $[*[ o] Class B A1 Floating Rate Asset-Backed Notes due 2008 [ ] (the "CLASS B NOTESNotes") of Gracechurch Card Funding (No. 8) 5) PLC (the "ISSUERIssuer"). The Class B A1 Notes are constituted by, are subject to, and have the benefit of, a trust deed dated [*[ ] June 2005 September 2003 (as amended or supplemented from time to time, the "TRUST DEEDTrust Deed") between the Issuer and The Bank of New York as trustee (the "TRUSTEETrustee", which expression includes all persons for the time being appointed trustee or trustees under the Trust Deed) and are the subject of a Paying Agency and Agent Bank Agreement (as amended or supplemented from time to time, the "PAYING AGENCY AND AGENT BANK AGREEMENTPaying Agency and Agent Bank Agreement") dated [*[ ] June 2005 September 2003 and made between the Issuer, The Bank of New York as registrar (the "REGISTRARRegistrar", which expression includes any successor registrar appointed from time to time in connection with the Class B A1 Notes), The Bank of New York as principal paying agent, the other paying agents and the transfer agents named therein and the Trustee.. Any reference herein to the "Conditions" is to the terms and conditions of the Class A1 Notes endorsed hereon and any reference to a numbered "Condition" is to the correspondingly numbered provision thereof. This is to certify that:

GRACECHURCH CARD FUNDING. (NO. 8) PLC (incorporated with limited liability under the laws of England and Wales) $[*] CLASS B FLOATING A2 FIXED RATE ASSET-BACKED NOTES DUE 2008 This Class B A2 Note Certificate is issued in respect of the $[*] Class B Floating A2 Fixed Rate Asset-Backed Notes due 2008 (the "CLASS B NOTES") of Gracechurch Card Funding (No. 8) PLC (the "ISSUER"). The Class B A2 Notes are constituted by, are subject to, and have the benefit of, a trust deed dated [*] June 2005 (as amended or supplemented from time to time, the "TRUST DEED") between the Issuer and The Bank of New York as trustee (the "TRUSTEE", which expression includes all persons for the time being appointed trustee or trustees under the Trust Deed) and are the subject of a Paying Agency and Agent Bank Agreement (as amended or supplemented from time to time, the "PAYING AGENCY AND AGENT BANK AGREEMENT") dated [*] June 2005 and made between the Issuer, The Bank of New York as registrar (the "REGISTRAR", which expression includes any successor registrar appointed from time to time in connection with the Class B A2 Notes), The Bank of New York as principal paying agent, the other paying agents and the transfer agents named therein and the Trustee.