EXHIBIT 1.1
DISCOVER CARD MASTER TRUST I
CREDIT CARD PASS-THROUGH CERTIFICATES
TERMS AGREEMENT
Dated: March 19, 2003
To: Discover Bank, as Seller under the Pooling and Servicing Agreement, as
amended, dated as of October 1, 1993.
Re: Underwriting Agreement dated January 15, 2002
Title of Securities: Discover Card Master Trust I, Series 2003-3 Floating Rate
Class A Credit Card Pass-Through Certificates and Discover Card Master Trust I,
Series 2003-3 Floating Rate Class B Credit Card Pass-Through Certificates.
Initial Principal Amount of Certificates: $947,369,000
Series and Class Designation Schedule: Discover Card Master Trust I, Series
2003-3 $900,000,000 Floating Rate Class A Credit Card Pass-Through Certificates.
Discover Card Master Trust I, Series 2003-3 $47,369,000 Floating Rate Class B
Credit Card Pass-Through Certificates.
Series Cut-Off Date: March 1, 2003
Certificate Rating: Moody's Investors Standard & Poor's
Service, Inc. Ratings Services
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Class A Aaa AAA
Class B A2 A
Aggregate outstanding balance of Receivables as of March 1, 2003:
$36,614,642,544.08
Date of Series Supplement: March 25, 2003
Certificate Rate: Class A: One-month LIBOR plus 0.20% per annum; and Class B:
One-month LIBOR plus 0.65% per annum.
Terms of Sale: The purchase price for the Certificates to the Underwriters will
be 99.700% of the aggregate principal amount of the Class A Certificates and
99.675% of the aggregate principal amount of the Class B Certificates as of
March 25, 2003. The Underwriters will offer the Certificates to the public at a
price equal to 100% of the aggregate principal amount of the Class A
Certificates and 100% of the aggregate principal amount of the Class B
Certificates.
Time of Delivery: 9:00 A.M., Chicago, Illinois Time, on March 25, 2003, or at
such other time as may be agreed upon in writing.
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 Series 2003-3 Certificates. This
Terms Agreement may be
amended only by written agreement of the parties hereto.
Very truly yours,
XXXXXX XXXXXXX & CO. INCORPORATED
As Representative of the
Underwriters named in
Schedule I hereto
By: /s/ Xxxxxx X. Friend
------------------------------
Accepted:
DISCOVER BANK
By: /s/ Xxxxxxx X. Xxxxxxx
---------------------------------
SCHEDULE I
UNDERWRITERS
$900,000,000 Floating Rate Class A Credit Card Pass-Through Certificates, Series
2003-3
Principal Amount
----------------
Xxxxxx Xxxxxxx & Co. Incorporated $ 675,000,000
$ 295,835,000
Deutsche Bank Securities Inc. $ 72,000,000
RBC Dominion Securities Corporation $ 45,000,000
Commerzbank Capital Markets Corp. $ 27,000,000
Credit Lyonnais Securities (USA) Inc. $ 27,000,000
Danske Securities (US), Inc. $ 27,000,000
HSBC Securities (USA) Inc. $ 27,000,000
Total $ 900,000,000
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$47,369,000 Floating Rate Class B Credit Card Pass-Through Certificates, Series
2003-3
Principal Amount
----------------
Xxxxxx Xxxxxxx & Co. Incorporated $ 35,526,750
$ 295,835,000
Deutsche Bank Securities Inc. $ 3,789,520
RBC Dominion Securities Corporation $ 2,368,450
Commerzbank Capital Markets Corp. $ 1,421,070
Credit Lyonnais Securities (USA) Inc. $ 1,421,070
Danske Securities (US), Inc. $ 1,421,070
HSBC Securities (USA) Inc. $ 1,421,070
Total $ 47,369,000
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