SEARS CREDIT ACCOUNT MASTER TRUST II Master Trust Certificates Underwriting AgreementUnderwriting Agreement • June 19th, 2002 • Sears Credit Account Master Trust Ii • Asset-backed securities • New York
SRFG, Inc. (the "Company"), as originator of Sears Credit Account Master Trust II (the "Trust") and holder of the Seller Certificate, proposes, subject to the terms and conditions stated herein, to cause to be issued and sold from time to time certain of the Master Trust Certificates registered under the registration statement referred to in Section 2(a) (the "Securities"). The Company intends to enter into one or more Pricing Agreements (each a "Pricing Agreement") in the form attached hereto, with such additions and deletions as the parties thereto may determine, and, subject to the terms and conditions stated herein and therein, to issue and sell to the firms named in Schedule 1 to the applicable Pricing Agreement (such firms constituting the "Underwriters" with respect to such Pricing Agreement and the securities specified therein) the Securities specified in such Pricing Agreement (with respect to such Pricing Agreement, the "Designated Securities"). The Designated Securities will
SEARS CREDIT ACCOUNT MASTER TRUST II MASTER TRUST CERTIFICATES, SERIES 2002-3Pooling and Servicing Agreement • June 19th, 2002 • Sears Credit Account Master Trust Ii • Asset-backed securities • New York
This Series of Master Trust Certificates is established pursuant to Section 6.07 of that certain Pooling and Servicing Agreement dated as of July 31, 1994, as amended (the "Pooling and Servicing Agreement"), by and among SRFG, INC. (formerly Sears Receivables Financing Group, Inc.), a Delaware corporation ("SRFG") as Seller, SEARS, ROEBUCK AND CO., a New York corporation ("Sears") as Servicer, and THE BANK OF NEW YORK, a New York banking corporation, as successor to BANK ONE, NATIONAL ASSOCIATION (formerly The First National Bank of Chicago) (the "Trustee"). This SERIES TERM SHEET and the ANNEX attached hereto, by and among SRFG, Sears and the Trustee, constitute the SERIES SUPPLEMENT (the "Series Supplement") and, together with the Pooling and Servicing Agreement, establish the Series of Master Trust Certificates to be known as SEARS CREDIT ACCOUNT MASTER TRUST II, MASTER TRUST CERTIFICATES, SERIES 2002-3.
SEARS CREDIT ACCOUNT MASTER TRUST II MASTER TRUST CERTIFICATES PRICING AGREEMENT CLASS A Dated: May 31, 2002Sears Credit Account Master Trust Ii • June 19th, 2002 • Asset-backed securities
The purchase price for the Designated Securities to the Underwriters, named on Schedule 1 hereto, will be the percentage set forth below of the aggregate initial principal amount of the Certificates as set forth above plus accrued interest at the Certificate Rate from the Time of Delivery.
SEARS CREDIT ACCOUNT MASTER TRUST II MASTER TRUST CERTIFICATES PRICING AGREEMENT CLASS B Dated: May 31, 2002Sears Credit Account Master Trust Ii • June 19th, 2002 • Asset-backed securities
Schedule 1 hereto, will be the percentage set forth below of the aggregate initial principal amount of the Certificates, as set forth above plus accrued interest at the applicable Certificate Rate from the Time of Delivery.
