DISCOVER CARD EXECUTION NOTE TRUST DISCOVERSERIES Class A(2017-3) ASSET BACKED NOTES TERMS AGREEMENT Dated: April 18, 2017

Exhibit 1.2

DISCOVER CARD EXECUTION NOTE TRUST

DISCOVERSERIES

Class A(2017-3)

ASSET BACKED NOTES

TERMS AGREEMENT

Dated: April 18, 2017

To: DISCOVER CARD EXECUTION NOTE TRUST

DISCOVER BANK

DISCOVER FUNDING LLC

Re: Underwriting Agreement dated April 18, 2017 (the “Agreement”) relating to DiscoverSeries

Class A(2017-3)

Series Designation:

DiscoverSeries.

Registration Statement:

Nos. 333-205455, 000-000000-00 and 000-000000-00.

Title of Securities:

Discover Card Execution Note Trust, DiscoverSeries Class A(2017-3) Notes (the “Notes”).

Initial Principal Amount of Notes:

$350,000,000.

Aggregate outstanding balance of Receivables in the Discover Card Master Trust I as of February 28, 2017:

$30,040,333,256.02.

Expected Date of Terms Document: April 25, 2017.

Expected Date of Risk Retention Agreement: April 25, 2017.

Interest Rate or Formula: One-month LIBOR plus 0.23% per year; provided, that if the sum of one-month LIBOR plus 0.23% is less than 0.00% for any interest accrual period, then the Interest Rate for the Notes for such interest accrual period will be deemed to be 0.00%.

Time of Sale: 2:45 p.m. New York City time on April 18, 2017.

Time of Sale Information:

(1) The Preliminary Prospectus dated April 13, 2017 for the DiscoverSeries Class A(2017-3) Notes (the “Preliminary Prospectus”), attached as Annex 1 hereto, filed pursuant to Rule 424(h)

of the Securities Act of 1933, including the reports and documents incorporated by reference into the Preliminary Prospectus and (2) the Ratings Issuer Free Writing Prospectus dated April 13, 2017, attached as Annex 2 hereto, filed in accordance with Rule 433 of the Securities Act of 1933, which discloses the expected ratings to be assigned to the DiscoverSeries Class A(2017-3) Notes by the nationally recognized statistical rating organizations hired by Discover Bank.

If, subsequent to the Time of Sale, it is determined that such information included an untrue statement of material fact or omitted to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading and the Underwriters have terminated their old purchase contracts and entered into new purchase contracts with purchasers of the Notes, then “Time of Sale Information” will also include any information that corrects such material misstatements or omissions, together with any other information, to the extent it is made available to purchasers at the time of entry into the last such new purchase contract such that “Time of Sale Information” no longer includes an untrue statement of a material fact or omits to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading (“Corrective Information”).

Underwriter Information:

“Underwriter Information” shall mean the written information furnished to Discover Bank, Discover Funding LLC, and Discover Card Execution Note Trust by the Underwriters for use in the Prospectus and confirmed in the “blood letter” from the Underwriters to Discover Bank, Discover Funding LLC, and Discover Card Execution Note Trust dated the Closing Date.

Terms of Sale:

The purchase price for the Notes to the Underwriters will be

99.77500% of the aggregate principal amount of the Notes.

The Underwriters will offer the Notes to the public at a price equal to

100.00000% of the aggregate principal amount of the Notes.

Closing Date: April 25, 2017, or such other date as may be agreed upon in writing.

Time of Delivery: 9:05 a.m., Chicago, Illinois Time, on the Closing Date, or at such other time as may be agreed upon in writing.

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Notwithstanding anything in the Agreement or in this Terms Agreement to the contrary, the Agreement and this Terms Agreement constitute the entire agreement and understanding among the parties hereto with respect to the purchase and sale of the Notes. This Terms Agreement may be amended only by written agreement of the parties hereto.

Very truly yours,
CITIGROUP GLOBAL MARKETS INC. as an Underwriter and as a Representative of the Underwriters named in Schedule I hereto
By:		/s/ Xxxxx Xxxxxxxxx
		Xxxxx Xxxxxxxxx
		Director
MUFG SECURITIES AMERICAS INC. as an Underwriter and as a Representative of the Underwriters named in Schedule I hereto
By:		/s/ Xxx Xxxx
		Xxx Xxxx
		Executive Director

[Signature Page to Class A(2017-3) Terms Agreement]

Accepted:
DISCOVER CARD EXECUTION NOTE
TRUST, as Issuer
By:		Discover Funding LLC, not in its individual
capacity but solely as Depositor on
behalf of the Issuer
By:		/s/ Xxxxxxx X. Xxxxxxx
		Xxxxxxx X. Xxxxxxx
		Vice President, Chief Financial Officer and      Treasurer
DISCOVER BANK
By:		/s/ Xxxxxxx X. Xxxxxxx
		Xxxxxxx X. Xxxxxxx
		Vice President, Chief Financial Officer and      Assistant Treasurer
DISCOVER FUNDING LLC
By:		/s/ Xxx Xxxxxx
		Xxx Xxxxxx
		President, Chief Executive Officer

[Signature Page to Class A(2017-3) Terms Agreement]

SCHEDULE I

UNDERWRITERS

$350,000,000 Discover Card Execution Note Trust, DiscoverSeries Class A(2017-3) Notes  

Name of Underwriter		Principal Amount
Citigroup Global Markets Inc.		$	50,250,000
MUFG Securities Americas Inc.		$	50,250,000
Barclays Capital Inc.		$	49,900,000
Deutsche Bank Securities Inc.		$	49,900,000
RBC Capital Markets, LLC		$	49,900,000
RBS Securities Inc.		$	49,900,000
SG Americas Securities, LLC		$	49,900,000

ANNEX 1

[PRELIMINARY PROSPECTUS]

ANNEX 2

[RATINGS ISSUER FREE WRITING PROSPECTUS]