RFS HOLDING, L.L.C GE CAPITAL CREDIT CARD MASTER NOTE TRUST SERIES 20[ ]-[ ] ASSET BACKED NOTES $[ ] Class A Notes $[ ] Class B Notes $[ ] Class C Notes UNDERWRITING AGREEMENTUnderwriting Agreement • September 2nd, 2010 • RFS Holding LLC • Asset-backed securities • New York
each acting on behalf of itself and as Representative of the several underwriters named in Schedule A hereto (together, the “Representatives”)
GE CAPITAL CREDIT CARD MASTER NOTE TRUST, as Issuer And DEUTSCHE BANK TRUST COMPANY AMERICAS, as Indenture Trustee Series 20[ ]-[ ] INDENTURE SUPPLEMENT Dated as of [ ], 20[ ]RFS Holding LLC • September 2nd, 2010 • Asset-backed securities • New York
SERIES 20[ ]-[ ] INDENTURE SUPPLEMENT, dated as of [ ], 20[ ] (the “Indenture Supplement”), between GE CAPITAL CREDIT CARD MASTER NOTE TRUST, a Delaware statutory trust (herein, the “Issuer” or the “Trust”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, not in its individual capacity, but solely as indenture trustee (herein, together with its successors in the trusts thereunder as provided in the Master Indenture referred to below, the “Indenture Trustee”) under the Master Indenture, dated as of September 25, 2003 (the “Indenture”), between the Issuer and the Indenture Trustee, as amended by the Omnibus Amendment No.1 to Securitization Documents, dated as of February 9, 2004, among RFS Holding, L.L.C., RFS Funding Trust, the Issuer, Deutsche Bank Trust Company Delaware, as trustee of RFS Funding Trust, RFS Holding, Inc., and the Indenture Trustee, as further amended by the Second Amendment to Master Indenture, dated as of June 17, 2004 between the Issuer and
