WF CARD ISSUANCE TRUST SERIES CLASS A(2024-1) ASSET BACKED NOTES TERMS AGREEMENT

Exhibit 1.1.2

EXECUTION

WF CARD ISSUANCE TRUST

SERIES CLASS A(2024-1)

ASSET BACKED NOTES

TERMS AGREEMENT

Dated: February 21, 2024

To:   WF CARD FUNDING, LLC

Re:   Underwriting Agreement dated February 21, 2024

Series Designation:     Class  A(2024-1)

Underwriters: 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.

Terms of the Notes:

Initial Principal Amount				Interest Rate or Formula				Price to Public
$1,250,000,000				4.94% per year				99.97286%

Interest Payment Dates: The 15th day of each calendar month or if that day is not a Business Day, as defined in the Indenture, the next succeeding Business Day, commencing in April 2024.

Indenture: The Indenture, dated as of November 14, 2023, among WF Card Issuance Trust, as Issuer, U.S. Bank Trust Company, National Association, as Indenture Trustee and as Note Registrar, and U.S. Bank National Association, as Bank.

Indenture Supplement: The WFCardSeries Indenture Supplement, dated as of November 14, 2023, among WF Card Issuance Trust, as Issuer, U.S. Bank Trust Company, National Association, as Indenture Trustee and as Note Registrar, and U.S. Bank National Association, as Bank.

Terms Document: The Class A(2024-1) Terms Document, dated as of March 1, 2024.

Servicing Agreement: The Servicing Agreement, dated as of November 14, 2023, among WF Card Issuance Trust, as Issuer, WF Card Funding, LLC, as Holder of the Transferor Interest, and Xxxxx Fargo Bank, National Association, as Servicer.

1

Purchase Price: The purchase price payable by the Underwriters for the Notes covered by this Agreement will be the following percentage of the principal amounts to be issued:

Per Class A(2024-1) Note:  99.72286%

Registration Statement: 333-251538, 000-000000-00.

Underwriting Commissions, Concessions and Discounts: The Underwriters’ discounts and commissions, the concessions that the Underwriters may allow to certain dealers, and the discounts that such dealers may reallow to certain other dealers, each expressed as a percentage of the principal amount of the Notes, shall be as follows:

Underwriting Discounts and Concessions				Selling Concessions				Reallowance
0.25000%				0.1500%				0.075%

Time of Sale: 12:34 p.m. (Eastern Time) on February 21, 2024.

Closing Date: Pursuant to Rule 15c6-1(d) under the Securities Exchange Act of 1934, as amended, the Underwriters, the Company, WFBNA and the Issuing Entity hereby agree that the Closing Date shall be March 1, 2024, 10:00 a.m., New York City time.

Location of Closing: Xxxxxx Xxxxxxxxxx & Xxxxxxxxx LLP, 0000 Xxxxxxxxxxxx Xxxxxx XX, Xxxxxxxxxx, X.X. 00000.

Payment for the Notes: The Underwriters agree, severally and not jointly, subject to the terms and provisions of the above referenced Underwriting Agreement which is incorporated herein in its entirety and made a part hereof, to purchase the respective principal amounts of the above referenced Class A(2024-1) Notes set forth opposite its name on Schedule I hereto.

2

Each of the Underwriters agrees, severally and not jointly, subject to the terms and provisions of the above referenced Underwriting Agreement which is incorporated herein in its entirety and made a part hereof, to purchase the respective principal amounts of the above referenced Class A(2024-1) Notes set forth opposite its name on Schedule I hereto.

XXXXX FARGO SECURITIES, LLC,

As Underwriter or as the Representative of the

Underwriters named in Schedule I to the Terms

Agreement

By:		/s/ Xxxxxx Xxxxxxx
		Name: Xxxxxx Xxxxxxx
		Title:  Managing Director

3

Accepted:

XXXXX FARGO BANK, NATIONAL ASSOCIATION

By:		/s/ Xxxxxxxx Xxxxxx
		Name: Xxxxxxxx Xxxxxx
		Title:  Executive Director

WF CARD ISSUANCE TRUST

By: WF CARD FUNDING, LLC,

    not in its individual capacity but solely as

    Beneficiary on behalf of the Issuing Entity

By:		/s/ Xxxxxx Xxxxx
		Name: Xxxxxx Xxxxx
		Title:  President

WF CARD FUNDING, LLC

By:		/s/ Xxxxxx Xxxxx
		Name: Xxxxxx Xxxxx
		Title:  President

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SCHEDULE I

UNDERWRITERS

$1,250,000,000 Principal Amount of WFCardSeries Class A(2024-1) Notes

Underwriters		Principal Xxxxxx
Xxxxx Fargo Securities, LLC			$1,041,875,000
Academy Securities, Inc.			$41,625,000
Barclays Capital Inc.			$41,625,000
BofA Securities, Inc.			$41,625,000
Xxxxxx X. Xxxxxxx & Company, Inc.			$41,625,000
Xxxxxxx Xxxxxxxx Xxxxx & Co., LLC			$41,625,000

Schedule I