Chase Issuance Trust Sample Contracts

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CHASE ISSUANCE TRUST CHASE BANK USA, NATIONAL ASSOCIATION (formerly known as Chase Manhattan Bank USA, National Association) (Transferor and Servicer) UNDERWRITING AGREEMENT (Standard Terms)
Underwriting Agreement • February 23rd, 2006 • Chase Issuance Trust • Asset-backed securities • New York

Chase Issuance Trust, a Delaware statutory trust (the “Issuer”), and Chase Bank USA, National Association (formerly known as Chase Manhattan Bank USA, National Association, the “Bank”), as transferor and servicer (in such capacities, the “Transferor” and the “Servicer”) and as beneficiary (in such capacity, the “Beneficiary”) of the Issuer, propose to sell the notes of the series, classes and tranches designated in the applicable Terms Agreement (as hereinafter defined) (the “Notes”). The Notes will be issued pursuant to the Amended and Restated Indenture, dated October 15, 2004, as amended by the First Amendment thereto, dated February 1, 2006, and as supplemented by the Amended and Restated Asset Pool One Supplement, dated as of October 15, 2004, as amended by the First Amendment thereto, dated as of May 10, 2005, and the Second Amendment thereto, dated February 1, 2006, (the “Asset Pool Supplement”), between the Issuer and Wells Fargo Bank, National Association, as indenture trustee

Contract
Assignment of Receivables • April 1st, 2015 • Chase Issuance Trust • Asset-backed securities • Delaware

ASSIGNMENT NO. 37 OF RECEIVABLES IN ADDITIONAL ACCOUNTS, dated as of March 31, 2015, by and between CHASE BANK USA, NATIONAL ASSOCIATION, a national banking association (the “Bank”), as Transferor (in such capacity, the “Transferor”), and the CHASE ISSUANCE TRUST (the “Trust”), pursuant to the Agreement referred to below, and acknowledged by the Bank in its capacity as servicer under the Agreement referred to below (in such capacity, the “Servicer”).

Contract
Assignment of Receivables • October 16th, 2009 • Chase Issuance Trust • Asset-backed securities • Delaware

ASSIGNMENT NO. 33 OF RECEIVABLES IN ADDITIONAL ACCOUNTS INCLUDED IN ASSET POOL ONE (this “Assignment”), dated as of October 15, 2009, by and between CHASE ISSUANCE TRUST (the “Trust”) and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”) as collateral agent (in such capacity, the “Collateral Agent”), pursuant to the Asset Pool One Supplement referred to below, and acknowledged by Chase Bank USA, National Association, in its capacity as servicer under the Third Amended and Restated Transfer and Servicing Agreement, dated as of December 19, 2007 (the “Transfer and Servicing Agreement”), among Chase Bank USA, National Association, as transferor, administrator and servicer, the Trust and Wells Fargo, as indenture trustee (in such capacity, the “Indenture Trustee”) and Collateral Agent (in such capacity, the “Collateral Agent”), as amended by the First Amendment to the Third Amended and Restated Transfer and Servicing Agreement, dated as of May 8, 2009.

Contract
Reassignment of Receivables • October 1st, 2012 • Chase Issuance Trust • Asset-backed securities • Delaware

REASSIGNMENT NO. 21 OF RECEIVABLES, dated as of September 28, 2012, by and between CHASE BANK USA, NATIONAL ASSOCIATION, a national banking association organized under the laws of the United States of America (the “Bank”), and BNY MELLON TRUST OF DELAWARE, a banking corporation organized under the laws of the State of Delaware, as Trustee (the “Trustee”) of the First USA Credit Card Master Trust (the “Trust”), pursuant to the Pooling and Servicing Agreement referred to below.

Contract
Assignment of Receivables • April 1st, 2015 • Chase Issuance Trust • Asset-backed securities • Delaware

ASSIGNMENT NO. 37 OF RECEIVABLES IN ADDITIONAL ACCOUNTS INCLUDED IN ASSET POOL ONE (this “Assignment”), dated as of March 31, 2015, by and between CHASE ISSUANCE TRUST (the “Trust”) and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”) as collateral agent (in such capacity, the “Collateral Agent”), pursuant to the Asset Pool One Supplement referred to below, and acknowledged by Chase Bank USA, National Association, in its capacity as servicer under the Third Amended and Restated Transfer and Servicing Agreement, dated as of December 19, 2007 (as heretofore supplemented and amended, the “Transfer and Servicing Agreement”), among Chase Bank USA, National Association, as transferor, administrator and servicer, the Trust and Wells Fargo, as indenture trustee (in such capacity, the “Indenture Trustee”) and Collateral Agent (in such capacity, the “Collateral Agent”).

CHASE ISSUANCE TRUST as Issuing Entity and WELLS FARGO BANK, NATIONAL ASSOCIATION as Indenture Trustee FOURTH AMENDED AND RESTATED INDENTURE dated as of [ ], 2016
Indenture • January 14th, 2016 • Chase Issuance Trust • Asset-backed securities • Delaware

This FOURTH AMENDED AND RESTATED INDENTURE, by and between CHASE ISSUANCE TRUST, a statutory trust organized under the laws of the State of Delaware (the “Issuing Entity”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, in its capacity as Indenture Trustee (the “Indenture Trustee”), is made and entered into as of [ ], 2016.

CHASE ISSUANCE TRUST FOURTH AMENDED AND RESTATED TRANSFER AND SERVICING AGREEMENT among CHASE BANK USA, NATIONAL ASSOCIATION, Servicer, Account Owner and Administrator and CHASE CARD FUNDING LLC, Transferor and CHASE ISSUANCE TRUST, Issuing Entity and...
Transfer and Servicing Agreement • January 14th, 2016 • Chase Issuance Trust • Asset-backed securities • Delaware

This FOURTH AMENDED AND RESTATED TRANSFER AND SERVICING AGREEMENT (this “Agreement”) among CHASE BANK USA, NATIONAL ASSOCIATION (the “Bank” or “Chase USA”), a national banking association, as Servicer, Account Owner and Administrator, CHASE CARD FUNDING LLC, a limited liability company formed under the laws of the State of Delaware (“Chase Card Funding”), as Transferor, the CHASE ISSUANCE TRUST, a statutory trust created under the laws of the State of Delaware, as Issuing Entity, and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Indenture Trustee and Collateral Agent, is made and entered into as of [ ], 2016 (the “Amendment Closing Date”).

REASSIGNMENT OF RECEIVABLES
Reassignment of Receivables • October 1st, 2012 • Chase Issuance Trust • Asset-backed securities • Delaware

REASSIGNMENT NO. 16 OF RECEIVABLES, dated as of September 28, 2012, by and between Chase Bank USA, National Association, a national banking association organized and existing under the laws of the United States (the “Bank”), and The Bank of New York Mellon, a banking corporation organized under the laws of the State of New York, as Trustee (the “Trustee”) of the Chase Credit Card Master Trust (the “Trust”), pursuant to the Pooling and Servicing Agreement referred to below.

CHASE ISSUANCE TRUST FOURTH AMENDED AND RESTATED TRUST AGREEMENT by and between CHASE CARD FUNDING LLC, as Transferor and Beneficiary and WILMINGTON TRUST COMPANY, as Owner Trustee Dated as of , 2016
Trust Agreement • January 14th, 2016 • Chase Issuance Trust • Asset-backed securities • Delaware

This CHASE ISSUANCE TRUST FOURTH AMENDED AND RESTATED TRUST AGREEMENT (this “Agreement”) by and between CHASE CARD FUNDING LLC (“Chase Card Funding”), a Delaware limited liability company, as Transferor (the “Transferor”) and Beneficiary (the “Beneficiary”), and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as Owner Trustee (the “Owner Trustee”), is made and entered into as of [ ], 2016.

CHASE ISSUANCE TRUST as Issuing Entity and WELLS FARGO BANK, NATIONAL ASSOCIATION as Indenture Trustee and Collateral Agent THIRD AMENDED AND RESTATED ASSET POOL ONE SUPPLEMENT dated as of , 2016 to FOURTH AMENDED AND RESTATED INDENTURE dated as of , 2016
Asset Pool Supplement • January 14th, 2016 • Chase Issuance Trust • Asset-backed securities • Delaware

This THIRD AMENDED AND RESTATED ASSET POOL ONE SUPPLEMENT (the “Asset Pool One Supplement”) to the Fourth Amended and Restated Indenture, dated as of , 2016 (the “Indenture”), by and between CHASE ISSUANCE TRUST, a statutory trust organized under the laws of the State of Delaware (the “Issuing Entity” or the “Trust”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Wells Fargo”), as Indenture Trustee (in such capacity, the “Indenture Trustee”), is made and entered into as of [ ], 2016, by and among the Issuing Entity, the Indenture Trustee and Wells Fargo, as collateral agent (in such capacity, the “Collateral Agent”), for the benefit of the parties listed in the Granting Clause of this Asset Pool One Supplement.

Contract
Assignment of Receivables • November 15th, 2005 • Chase Issuance Trust • Asset-backed securities • Delaware

ASSIGNMENT NO. 9 OF RECEIVABLES IN ADDITIONAL ACCOUNTS INCLUDED IN ASSET POOL ONE (this “Assignment”), dated as of November 10, 2005, by and between CHASE ISSUANCE TRUST (the “Trust”) and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”) as collateral agent (in such capacity, the “Collateral Agent”), pursuant to the Asset Pool One Supplement referred to below, and acknowledged by Chase Bank USA, National Association (formerly known as Chase Manhattan Bank USA, National Association), in its capacity as servicer under the Amended and Restated Transfer and Servicing Agreement, dated as of October 15, 2004, as amended by the First Amendment thereto, dated as of May 10, 2005, each by and between Chase Bank USA, National Association, as transferor and servicer, and Wells Fargo Bank, National Association, as indenture trustee (in such capacity, the “Indenture Trustee”) and Collateral Agent.

REASSIGNMENT OF RECEIVABLES
Reassignment of Receivables • November 3rd, 2009 • Chase Issuance Trust • Asset-backed securities • Delaware

REASSIGNMENT NO. 10 OF RECEIVABLES, dated as of November 2, 2009, by and between Chase Bank USA, National Association, a national banking association organized and existing under the laws of the United States (the “Bank”), and The Bank of New York Mellon, a banking corporation organized under the laws of the State of New York, as Trustee (the “Trustee”) of the Chase Credit Card Master Trust (the “Trust”), pursuant to the Pooling and Servicing Agreement referred to below.

RECEIVABLES PURCHASE AGREEMENT between CHASE BANK USA, NATIONAL ASSOCIATION and CHASE CARD FUNDING LLC Dated as of , 2016
Receivables Purchase Agreement • January 14th, 2016 • Chase Issuance Trust • Asset-backed securities • Delaware

This RECEIVABLES PURCHASE AGREEMENT (this “Agreement”) between CHASE BANK USA, NATIONAL ASSOCIATION (“Chase USA”), a national banking association, and CHASE CARD FUNDING LLC (“Chase Card Funding”), a Delaware limited liability company, is made and entered into as of [ ], 2016 (the “Closing Date”).

CHASE ISSUANCE TRUST as Issuing Entity and WELLS FARGO BANK, NATIONAL ASSOCIATION as Indenture Trustee and Collateral Agent for Asset Pool One SECOND AMENDED AND RESTATED CHASESERIES INDENTURE SUPPLEMENT dated as of , 2016 to FOURTH AMENDED AND...
Chase Series Indenture Supplement • January 14th, 2016 • Chase Issuance Trust • Asset-backed securities • Delaware

This SECOND AMENDED AND RESTATED CHASESERIES INDENTURE SUPPLEMENT, dated as of , 2016 (this “Indenture Supplement”), between CHASE ISSUANCE TRUST (formerly known as Bank One Issuance Trust), a statutory trust organized under the laws of the State of Delaware (the “Issuing Entity”), having its principal office at 1100 North Market Street, Wilmington, Delaware 19890-1600, and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, in its capacity as Indenture Trustee (the “Indenture Trustee”) and as Collateral Agent for Asset Pool One (the “Collateral Agent”).

ASSIGNMENT AND ASSUMPTION AGREEMENT
Assignment and Assumption Agreement • January 14th, 2016 • Chase Issuance Trust • Asset-backed securities • Delaware

This ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”), dated as of [ ], 2016, by and between CHASE CARD FUNDING LLC, a Delaware limited liability company (“Chase Card Funding”), and CHASE BANK USA, NATIONAL ASSOCIATION, a national banking association (the “Bank” or “Chase USA”).

FORM OF FIFTH AMENDMENT TO THE THIRD AMENDED AND RESTATED POOLING AND SERVICING AGREEMENT
Pooling and Servicing Agreement • January 27th, 2006 • Chase Issuance Trust • Asset-backed securities • Delaware

FIFTH AMENDMENT TO THE THIRD AMENDED AND RESTATED POOLING AND SERVICING AGREEMENT, dated as of January [ ], 2006 (this “Amendment”), by and between CHASE BANK USA, NATIONAL ASSOCIATION (formerly known as Chase Manhattan Bank USA, National Association, the “Bank”), a national banking association, as Transferor and as Servicer, and THE BANK OF NEW YORK, a New York banking corporation, as trustee (the “Trustee”).

FIRST AMENDMENT TO THE AMENDED AND RESTATED TRANSFER AND SERVICING AGREEMENT
Transfer and Servicing Agreement • May 11th, 2005 • Chase Issuance Trust • Asset-backed securities • Delaware

FIRST AMENDMENT TO THE AMENDED AND RESTATED TRANSFER AND SERVICING AGREEMENT, dated as of May 10, 2005 (this “Amendment”), by and among CHASE BANK USA, NATIONAL ASSOCIATION (formerly known as Chase Manhattan Bank USA, National Association and successor to Bank One, Delaware, National Association, the “Bank”), CHASE ISSUANCE TRUST, a statutory business trust organized under the laws of the State of Delaware (the “Issuer”), having its principal office at c/o Wilmington Trust Company, 1100 North Market Street, Wilmington, Delaware 19890-1600, Attention: Corporate Trust Administration, and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, in its capacity as Indenture Trustee (the “Indenture Trustee”) and Collateral Agent (the “Collateral Agent”).

AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF CHASE CARD FUNDING LLC
Limited Liability Company Agreement • December 11th, 2015 • Chase Issuance Trust • Asset-backed securities • Delaware
REASSIGNMENT OF RECEIVABLES
Reassignment of Receivables • October 12th, 2007 • Chase Issuance Trust • Asset-backed securities • Delaware

REASSIGNMENT NO. 6 OF RECEIVABLES, dated as of October 10, 2007, by and between Chase Bank USA, National Association, a banking corporation organized and existing under the laws of the United States (the “Bank”), and The Bank of New York, a banking corporation organized under the laws of the State of New York (the “Trustee”) pursuant to the Pooling and Servicing Agreement referred to below.

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CHASE ISSUANCE TRUST CHASESERIES CLASS A(2005-12) NOTES TERMS AGREEMENT
Underwriting Agreement • December 21st, 2005 • Chase Issuance Trust • Asset-backed securities

The Underwriters named on Schedule I attached hereto are the “Underwriters” for the purpose of this Agreement and for the purposes of the above referenced Underwriting Agreement as such Underwriting Agreement is incorporated herein and made a part hereof.

SECOND AMENDMENT TO THE AMENDED AND RESTATED TRANSFER AND SERVICING AGREEMENT
Transfer and Servicing Agreement • February 2nd, 2006 • Chase Issuance Trust • Asset-backed securities • Delaware

SECOND AMENDMENT TO THE AMENDED AND RESTATED TRANSFER AND SERVICING AGREEMENT, dated as of February 1, 2006 (this “Amendment”), by and among CHASE BANK USA, NATIONAL ASSOCIATION (formerly known as Chase Manhattan Bank USA, National Association and successor to Bank One, Delaware, National Association, the “Bank”), as Transferor, Servicer and Administrator, CHASE ISSUANCE TRUST (formerly known as Bank One Issuance Trust), a statutory business trust organized under the laws of the State of Delaware (the “Issuing Entity”), having its principal office at c/o Wilmington Trust Company, 1100 North Market Street, Wilmington, Delaware 19890-1600, and WELLS FARGO BANK, NATIONAL ASSOCIATION (formerly known as Wells Fargo Minnesota Bank, National Association), a national banking association, in its capacity as Indenture Trustee (the “Indenture Trustee”) and Collateral Agent (the “Collateral Agent”).

SECOND AMENDMENT TO THE AMENDED AND RESTATED ASSET POOL ONE SUPPLEMENT
Asset Pool One Supplement • February 2nd, 2006 • Chase Issuance Trust • Asset-backed securities • Delaware

SECOND AMENDMENT TO THE AMENDED AND RESTATED ASSET POOL ONE SUPPLEMENT, dated as of February 1, 2006 (this “Amendment”), by and between CHASE ISSUANCE TRUST (formerly known as Bank One Issuance Trust), a statutory business trust organized under the laws of the State of Delaware (the “Issuing Entity”), having its principal office at c/o Wilmington Trust Company, 1100 North Market Street, Wilmington, Delaware 19890-1600, and WELLS FARGO BANK, NATIONAL ASSOCIATION (formerly known as Wells Fargo Minnesota Bank, National Association), a national banking association, in its capacity as Indenture Trustee (the “Indenture Trustee”) and Collateral Agent (the “Collateral Agent”).

FIRST AMENDMENT TO THE AMENDED AND RESTATED ASSET POOL ONE SUPPLEMENT
Asset Pool One Supplement • May 11th, 2005 • Chase Issuance Trust • Asset-backed securities • Delaware

FIRST AMENDMENT TO THE AMENDED AND RESTATED ASSET POOL ONE SUPPLEMENT, dated as of May 10, 2005 (this “Amendment”), by and between CHASE ISSUANCE TRUST, a statutory business trust organized under the laws of the State of Delaware (the “Issuer”), having its principal office at c/o Wilmington Trust Company, 1100 North Market Street, Wilmington, Delaware 19890-1600, Attention: Corporate Trust Administration, and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, in its capacity as Collateral Agent (the “Collateral Agent”).

CHASE ISSUANCE TRUST CHASESERIES CLASS B(2005-1) NOTES TERMS AGREEMENT
Terms Agreement • May 10th, 2005 • Chase Issuance Trust • Asset-backed securities

The Underwriters named on Schedule I attached hereto are the “Underwriters” for the purpose of this Agreement and for the purposes of the above referenced Underwriting Agreement as such Underwriting Agreement is incorporated herein and made a part hereof.

AMENDMENT TO THE AMENDED AND RESTATED POOLING AND SERVICING AGREEMENT
Pooling and Servicing Agreement • February 2nd, 2006 • Chase Issuance Trust • Asset-backed securities • Delaware

AMENDMENT TO THE AMENDED AND RESTATED POOLING AND SERVICING AGREEMENT, dated as of February 1, 2006 (this “Amendment”), by and between CHASE BANK USA, NATIONAL ASSOCIATION (formerly known as Bank One, Delaware, National Association, successor to First USA Bank, National Association, the “Bank”), a national banking association, as Transferor and Servicer, and THE BANK OF NEW YORK (DELAWARE), a banking corporation organized under the laws of the State of Delaware, as trustee (the “Trustee”).

CHASE ISSUANCE TRUST CHASESERIES CLASS A(2012-6) NOTES TERMS AGREEMENT
Terms Agreement • September 7th, 2012 • Chase Issuance Trust • Asset-backed securities

The Underwriters named on Schedule I attached hereto are the “Underwriters” for the purpose of this Terms Agreement (this “Agreement”) and for the purposes of the above referenced Underwriting Agreement as such Underwriting Agreement is incorporated herein in its entirety and made a part hereof.

CHASE ISSUANCE TRUST CHASESERIES CLASS A(2015-3) NOTES TERMS AGREEMENT Dated: April 22, 2015
Terms Agreement • April 23rd, 2015 • Chase Issuance Trust • Asset-backed securities

The Underwriters named on Schedule I attached hereto are the “Underwriters” for the purpose of this Terms Agreement (this “Agreement”) and for the purposes of the above referenced Underwriting Agreement as such Underwriting Agreement is incorporated herein in its entirety and made a part hereof.

CHASE ISSUANCE TRUST CHASESERIES CLASS A(2012-2) NOTES TERMS AGREEMENT Dated: May 29, 2012
Terms Agreement • May 30th, 2012 • Chase Issuance Trust • Asset-backed securities

The Underwriters named on Schedule I attached hereto are the “Underwriters” for the purpose of this Terms Agreement (this “Agreement”) and for the purposes of the above referenced Underwriting Agreement as such Underwriting Agreement is incorporated herein in its entirety and made a part hereof.

BANK ONE ISSUANCE TRUST as Issuer CLASS C(2004-2) TERMS DOCUMENT dated as of June 30, 2004 to ONESERIES INDENTURE SUPPLEMENT dated as of May 1, 2002 to INDENTURE dated as of May 1, 2002 WELLS FARGO BANK, NATIONAL ASSOCIATION as Indenture Trustee and...
Terms Document • July 6th, 2004 • Bank One Issuance Trust • Asset-backed securities • Delaware

THIS CLASS C(2004-2) TERMS DOCUMENT (this “Terms Document”), by and between BANK ONE ISSUANCE TRUST, a statutory business trust created under the laws of the State of Delaware (the “Issuer”), having its principal office at c/o Wilmington Trust Company, 1100 North Market Street, Wilmington, Delaware 19890-1600, and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as indenture trustee (the “Indenture Trustee”) and collateral agent (the “Collateral Agent”), is made and entered into as of June 30, 2004.

CHASE ISSUANCE TRUST CHASESERIES CLASS A(2015-6) NOTES TERMS AGREEMENT Dated: May 21, 2015
Terms Agreement • May 22nd, 2015 • Chase Issuance Trust • Asset-backed securities

The Underwriters named on Schedule I attached hereto are the “Underwriters” for the purpose of this Terms Agreement (this “Agreement”) and for the purposes of the above referenced Underwriting Agreement as such Underwriting Agreement is incorporated herein in its entirety and made a part hereof.

BANK ONE ISSUANCE TRUST as Issuer CLASS A(2004-3) TERMS DOCUMENT dated as of May 12, 2004 to ONESERIES INDENTURE SUPPLEMENT dated as of May 1, 2002 to INDENTURE dated as of May 1, 2002 WELLS FARGO BANK, NATIONAL ASSOCIATION as Indenture Trustee and...
Class A(2004-3) Terms Document • May 17th, 2004 • Bank One Issuance Trust • Asset-backed securities • Delaware

THIS CLASS A(2004-3) TERMS DOCUMENT (this “Terms Document”), by and between BANK ONE ISSUANCE TRUST, a statutory trust created under the laws of the State of Delaware (the “Issuer”), having its principal office at c/o Wilmington Trust Company, 1100 North Market Street, Wilmington, Delaware 19890-1600, and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as indenture trustee (the “Indenture Trustee”) and collateral agent (the “Collateral Agent”), is made and entered into as of May 12, 2004.

CHASE ISSUANCE TRUST CHASESERIES CLASS A(2014-6) NOTES TERMS AGREEMENT
Terms Agreement • July 18th, 2014 • Chase Issuance Trust • Asset-backed securities

The Underwriters named on Schedule I attached hereto are the “Underwriters” for the purpose of this Terms Agreement (this “Agreement”) and for the purposes of the above referenced Underwriting Agreement as such Underwriting Agreement is incorporated herein in its entirety and made a part hereof.

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