Exhibit 10.1



 Exhibit 10.1 
 OMNIBUS ADDENDUM 
 OMNIBUS ADDENDUM (the “Addendum”), dated as of March 1,
2007, to the various Terms Documents to the Second Amended and Restated Indenture, dated as of March 14, 2006 (the “Indenture”), as supplemented by the Amended and Restated Asset Pool One Supplement, dated as of
October 15, 2004, as amended by the First Amendment, dated as of May 10, 2005 and the Second Amendment, dated as of February 1, 2006 (the “Asset Pool One Supplement”), and as further supplemented by the Amended and
Restated CHASEseries Indenture Supplement, dated as of October 15, 2004 (the “Indenture Supplement”), by and between Chase Issuance Trust, as Issuing Entity (the “Issuing Entity”), and Wells Fargo Bank,
National Association (“Wells Fargo”), as Indenture Trustee (in such capacity, the “Indenture Trustee”) and Collateral Agent (in such capacity, the “Collateral Agent”) listed on Schedule A
(collectively, the “Class A Terms Documents”), Schedule B (collectively, the “Class B Terms Documents”) and Schedule C (collectively, the “Class C Terms Documents” and together with
the Class A Terms Documents and the Class B Terms Documents, the “Terms Documents”) attached hereto. 
 W I T N E S S
E T H 
 WHEREAS, the CHASEseries (formerly known as the ONEseries) of notes is a multi-tranche Series that may be issued in three
Classes, the first of which are the “CHASEseries Class A Notes,” which notes shall belong to Class A; the second of which are the “CHASEseries Class B Notes,” which notes shall belong to Class B; the third of which are the
“CHASEseries Class C Notes,” which notes shall belong to Class C; and each Class of CHASEseries Notes may consist of one or more Tranches; 
 WHEREAS, pursuant to each of the Class A Terms Documents, the Issuing Entity may change the percentages or the formulas for determining the Class A Required Subordinated Amount of Class B Notes and
Class A Required Subordinated Amount of Class C Notes respectively set forth therein without the consent of any Noteholder so long as the Issuing Entity has (i) received written confirmation from each Note Rating Agency that has rated any
Outstanding Notes that the change in either of such percentages or formulas, as applicable, will not result in a Ratings Effect with respect to any Outstanding Notes and (ii) delivered to the Indenture Trustee and the Note Rating Agencies a
Master Trust Tax Opinion and an Issuing Entity Tax Opinion; 







 WHEREAS, the Indenture Trustee and each Note Rating Agency has received a Master Trust Tax Opinion and an
Issuing Entity Tax Opinion; and the Issuing Entity has received written confirmation from each Note Rating Agency that has rated any Outstanding Notes that the change in the percentage for determining the Class A Required Subordinated Amount of
Class B Notes and the Class A Required Subordinated Amount of Class C Notes will not result in a Ratings Effect with respect to any Outstanding Notes; 
 WHEREAS, pursuant to each of the Class B Terms Documents, the Issuing Entity may change the percentage or the formula for determining the Class B Required Subordinated Amount of Class C Notes set forth therein,
without the consent of any Noteholder so long as the Issuing Entity has (i) received written confirmation from each Note Rating Agency that has rated any Outstanding Notes that the change in such percentage or formula will not result in a
Ratings Effect with respect to any Outstanding Notes and (ii) delivered to the Indenture Trustee and the Note Rating Agencies a Master Trust Tax Opinion and an Issuing Entity Tax Opinion; 
 WHEREAS, the Indenture Trustee and each Note Rating Agency has received a Master Trust Tax Opinion and an Issuing Entity Tax Opinion; and the Issuing
Entity has received written confirmation from each Note Rating Agency that has rated any Outstanding Notes that the change in the percentage for determining the Class B Required Subordinated Amount of Class C Notes will not result in a Ratings
Effect with respect to any Outstanding Notes; 
 WHEREAS, pursuant to each of the Class C Terms Documents, the Issuing Entity may change the
percentage and methodology set forth therein for calculating the amount targeted to be on deposit in the Class C Reserve Sub-Account for the Class C Notes without the consent of any Noteholder so long as the Issuing Entity has (i) received
written confirmation from each Note Rating Agency that has rated any Outstanding Notes of the CHASEseries that the change in such percentage or formula will not result in a Ratings Effect with respect to any Outstanding Notes and (ii) delivered
to the Indenture Trustee and the Note Rating Agencies a Master Trust Tax Opinion and an Issuing Entity Tax Opinion; 
 WHEREAS, the Indenture
Trustee and each Note Rating Agency has received a Master Trust Tax Opinion and an Issuing Entity Tax Opinion; and the Issuing Entity has received written confirmation from each Note Rating Agency that has rated any Outstanding Notes of the
CHASEseries that the change in the Class C Reserve 

  

 2 








 Account Percentage will not result in a Ratings Effect with respect to any Outstanding Notes; and 
 WHEREAS, all other conditions precedent to the execution of this Addendum have been complied with; 
 NOW, THEREFORE, it is hereby agreed by and among the parties hereto in the manner set forth below. 
 Capitalized terms used but not defined herein shall have the meanings assigned to them in the Terms Documents, or if not therein, the Indenture, the
Indenture Supplement or the Asset Pool One Supplement. 
 SECTION 1. Modification to the Class A Terms Documents. 
 (a) The percentage specified to determine the Class A Required Subordinated Amount of Class B Notes in each Class A Terms Document is hereby
reduced from 7.80347% to 6.49718%. 
 (b) The percentage specified to determine the Class A Required Subordinated Amount of Class C
Notes in each Class A Terms Document is hereby reduced from 7.80347% to 6.49718%. 
 SECTION 2. Modification to the Class B Terms
Documents. The percentage specified to determine the Class B Required Subordinated Amount of Class C Notes in each Class B Terms Document is hereby reduced from 7.23861% to 6.10080%. 
 SECTION 3. Modification to the Class C Terms Documents. The defined term for Class C Reserve Account Percentage in each Class C Terms
Document is hereby modified to read in its entirety as follows: 
 “Class C Reserve Account Percentage”
means, for any Monthly Period, (i) zero, if the Quarterly Excess Spread Percentage for such Monthly Period is greater than or equal to 4.50%, (ii) 1.00%, if the Quarterly Excess Spread Percentage for such Monthly Period is less than 4.50%
and greater than or equal to 4.00%, (iii) 1.50%, if the Quarterly Excess Spread Percentage for such Monthly Period is less than 4.00% and greater than or equal to 3.50%, (iv) 2.50%, if the Quarterly Excess Spread Percentage for such
Monthly Period is less than 

  

 3 








 
3.50% and greater than or equal to 3.00%, (v) 4.00%, if the Quarterly Excess Spread Percentage for such Monthly Period is less than 3.00% and greater
than or equal to 2.50%, (vi) 5.00%, if the Quarterly Excess Spread Percentage for such Monthly Period is less than 2.50% and greater than or equal to 2.00% and (vii) 5.75%, if the Quarterly Excess Spread Percentage for such Monthly Period
is less than 2.00%. 
 SECTION 4. Ratification of the Terms Documents. As modified by this Addendum, the Terms Documents are in all
respects ratified and confirmed, and the Terms Documents, as so modified by this Addendum shall be read, taken and construed as one and the same instrument. 
 SECTION 5. Severability. If any one or more of the covenants, agreements, provisions, terms or portions of this Addendum shall be for any reason whatsoever held invalid, then such covenants, agreements,
provisions, terms or portions of this Addendum shall be deemed severable from the remaining covenants, agreements, provisions, terms or portions of this Addendum and shall in no way affect the validity or enforceability of the other covenants,
agreements, provisions, terms or portions of this Addendum. 
 SECTION 6. Counterparts. This Addendum may be executed simultaneously
in any number of counterparts, each of which counterparts shall be deemed to be an original, and all of which counterparts shall constitute one and the same instrument. 
 SECTION 7. Headings. The headings of the several paragraphs of this Addendum are inserted for convenience only and shall not in any way affect the meaning or construction of any provision of this Addendum.

 SECTION 8. Waiver of Conditions. By executing this Addendum, the parties hereto waive any other conditions under the Terms
Documents which are required to enter into this Addendum and the transactions contemplated hereby, including without limitation any requirement for prior written notice. 
 SECTION 9. GOVERNING LAW. THIS ADDENDUM SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF DELAWARE, AND THE OBLIGATIONS, RIGHTS, AND REMEDIES OF THE PARTIES UNDER THIS ADDENDUM SHALL BE DETERMINED
IN ACCORDANCE WITH SUCH LAWS. 
  

 4 








 IN WITNESS WHEREOF, the parties hereto have caused this Addendum to be executed by their respective
officers, thereunto duly authorized, as of the day and year first above written. 
  

			
	 CHASE ISSUANCE TRUST,
 as Issuing
Entity

		
	By:	 	CHASE BANK USA, NATIONAL ASSOCIATION,
		 	as Beneficiary and not in its individual capacity
		
	By:	 	 /s/ Keith W. Schuck

	Name:	 	Keith W. Schuck
	Title:	 	President
	
	 WELLS FARGO BANK, NATIONAL ASSOCIATION,
 as
Indenture Trustee and as Collateral Agent
 and not in its individual capacity

		
	By:	 	 /s/ Cheryl Zimmerman

	Name:	 	Cheryl Zimmerman
	Title:	 	Assistant Vice President


  

			
	Acknowledged and Accepted:
	
	 CHASE BANK USA, NATIONAL ASSOCIATION,
 as
Sponsor, Depositor, Originator, Administrator and Servicer

		
	By:	 	 /s/ Keith W. Schuck

	Name:	 	Keith W. Schuck
	Title:	 	President

 Omnibus Addendum 
 Signature Page 







 Schedule A 
 CHASEseries 
  

			
	Class A	  	
		
	1.	  	Class A(2002-1) Terms Document, dated as of May 22, 2002, to the Second Amended and Restated Indenture, dated as of March 16, 2006 (the “Indenture”), as
supplemented by the Amended and Restated Asset Pool One Supplement, dated as of October 15, 2004, as amended by the First Amendment, dated as of May 10, 2005 and the Second Amendment, dated as of February 1, 2006 (the “Asset
Pool One Supplement”), and as further supplemented by the Amended and Restated CHASEseries Indenture Supplement, dated as of October 15, 2004 (the “Indenture Supplement”), by and between Chase Issuance Trust, as
Issuing Entity (the “Issuing Entity”), and Wells Fargo Bank, National Association (“Wells Fargo”), as Indenture Trustee (in such capacity, the “Indenture Trustee”) and Collateral Agent (in such
capacity, the “Collateral Agent”).
		
	2.	  	Class A(2002-3) Terms Document, dated as of September 17, 2002, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by
and between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	3.	  	Class A(2002-5) Terms Document, dated as of November 6, 2002, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	4.	  	Class A(2002-6) Terms Document, dated as of November 8, 2002, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	5.	  	Class A(2003-1) Terms Document, dated as of February 5, 2003, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	6.	  	Class A(2003-3) Terms Document, dated as of April 16, 2003, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	7.	  	Class A(2003-4) Terms Document, dated as of May 22, 2003, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.

  

 A-1 









			
	8.	  	Class A(2003-6) Terms Document, dated as of June 16, 2003, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by
and between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	9.	  	Class A(2003-7) Terms Document, dated as of July 30, 2003, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	10.	  	Class A(2003-8) Terms Document, dated as of September 16, 2003, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by
and between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	11.	  	Class A(2003-9) Terms Document, dated as of October 24, 2003, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	12.	  	Class A(2003-10) Terms Document, dated as of October 24, 2003, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	13.	  	Class A(2004-1) Terms Document, dated as of February 20, 2004, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	14.	  	Class A(2004-3) Terms Document, dated as of May 12, 2004, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	15.	  	Class A(2004-4) Terms Document, dated as of June 24, 2004, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	16.	  	Class A(2004-5) Terms Document, dated as of August 4, 2004, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	17.	  	Class A(2004-5) Terms Document (Re-Opening), dated as of August 9, 2004, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture
Supplement, by and between the Issuing Entity and the Indenture Trustee and Collateral Agent.

  

 A-2 









			
		
	18.	  	Class A(2004-6) Terms Document, dated as of August 31, 2004, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement,
by and between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	19.	  	Class A(2004-7) Terms Document, dated as of September 21, 2004, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by
and between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	20.	  	Class A(2004-8) Terms Document, dated as of November 4, 2004, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	21.	  	Class A(2004-9) Terms Document, dated as of November 9, 2004, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	22.	  	Class A(2004-10) Terms Document, dated as of November 16, 2004, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by
and between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	23.	  	Class A(2005-1) Terms Document, dated as of May 4, 2005, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	24.	  	Class A(2005-2) Terms Document, dated as of May 4, 2005, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	25.	  	Class A(2005-3) Terms Document, dated as of May 23, 2005, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	26.	  	Class A(2005-4) Terms Document, dated as of May 31, 2005, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	27.	  	Class A(2005-5) Terms Document, dated as of June 23, 2005, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.

  

 A-3 









			
	28.	  	Class A(2005-6) Terms Document, dated as of August 2, 2005, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement,
by and between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	29.	  	Class A(2005-7) Terms Document, dated as of August 10, 2005, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	30.	  	Class A(2005-8) Terms Document, dated as of August 25, 2005, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	31.	  	Class A(2005-9) Terms Document, dated as of September 20, 2005, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by
and between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	32.	  	Class A(2005-10) Terms Document, dated as of October 17, 2005, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	33.	  	Class A(2005-11) Terms Document, dated as of November 3, 2005, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	34.	  	Class A(2005-12) Terms Document, dated as of December 20, 2005, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by
and between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	35.	  	Class A(2005-13) Terms Document, dated as of December 20, 2005, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by
and between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	36.	  	Class A(2006-1) Terms Document, dated as of February 16, 2006, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	37.	  	Class A(2006-1) Terms Document (Re-Opening), dated as of February 28, 2006, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the
Indenture Supplement, by and between the Issuing Entity and the Indenture Trustee and Collateral Agent.

  

 A-4 









			
	38.	  	Class A(2006-2) Terms Document, dated as of February 22, 2006, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture
Supplement, by and between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	39.	  	Class A(2006-3) Terms Document, dated as of May 15, 2006, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	40.	  	Class A(2006-4) Terms Document, dated as of August 29, 2006, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	41.	  	Class A(2006-5) Terms Document, dated as of October 2, 2006, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	42.	  	Class A(2006-6) Terms Document, dated as of October 30, 2006, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	43.	  	Class A(2006-7) Terms Document, dated as of December 18, 2006, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	44.	  	Class A(2006-8) Terms Document, dated as of December 18, 2006, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	45.	  	Class A(2007-1) Terms Document, dated as of January 25, 2007, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	46.	  	Class A(2007-2) Terms Document, dated as of February 21, 2007, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	47.	  	Class A(2007-3) Terms Document, dated as of February 15, 2007, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.

  

 A-5 









			
	48.	  	Class A(2007-4) Terms Document, dated as of February 22, 2007, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture
Supplement, by and between the Issuing Entity and the Indenture Trustee and Collateral Agent.

  

 A-6 








 Schedule B 
 CHASEseries 
  

			
	Class B	  	
		
	1.	  	Class B(2002-1) Terms Document, dated as of May 1, 2002, to the Second Amended and Restated Indenture, dated as of March 14, 2006 (the “Indenture”), as supplemented by the
Amended and Restated Asset Pool One Supplement, dated as of October 15, 2004, as amended by the First Amendment, dated as of May 10, 2005 and the Second Amendment, dated as of February 1, 2006 (the “Asset Pool One Supplement”), and
as further supplemented by the Amended and Restated CHASEseries Indenture Supplement, dated as of October 15, 2004 (the “Indenture Supplement”), by and between Chase Issuance Trust, as Issuing Entity (the “Issuing
Entity”), and Wells Fargo Bank, National Association (“Wells Fargo”), as Indenture Trustee (in such capacity, the “Indenture Trustee”) and Collateral Agent (in such capacity, the “Collateral
Agent”).
		
	2.	  	Class B(2003-1) Terms Document, dated as of April 15, 2003, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	3.	  	Class B(2003-3) Terms Document, dated as of September 16, 2003, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by
and between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	4.	  	Class B(2004-1) Terms Document, dated as of August 4, 2004, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	5.	  	Class B(2004-2) Terms Document, dated as of August 17, 2004, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	6.	  	Class B(2005-1) Terms Document, dated as of May 9, 2005, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	7.	  	Class B(2005-2) Terms Document, dated as of July 29, 2005, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.

  

 B-1 









			
	8.	  	Class B(2005-3) Terms Document, dated as of September 14, 2005, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture
Supplement, by and between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	9.	  	Class B(2005-4) Terms Document, dated as of October 28, 2005, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	10.	  	Class B(2005-5) Terms Document, dated as of October 28, 2005, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	11.	  	Class B(2006-1) Terms Document, dated as of February 28, 2006, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	12.	  	Class B(2006-2) Terms Document, dated as of August 29, 2006, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	13.	  	Class B(2007-1) Terms Document, dated as of February 21, 2007, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.

  

 B-2 








 Schedule C 
 CHASEseries 
  

			
	Class C	  	
		
	1.	  	Class C(2002-1) Terms Document, dated as of May 1, 2002, to the Second Amended and Restated Indenture, dated as of March 14, 2006 (the “Indenture”), as supplemented by the
Amended and Restated Asset Pool One Supplement, dated as of October 15, 2004, as amended by the First Amendment, dated as of May 10, 2005 and the Second Amendment, dated as of February 1, 2006 (the “Asset Pool One Supplement”), and
as further supplemented by the Amended and Restated CHASEseries Indenture Supplement, dated as of October 15, 2004 (the “Indenture Supplement”), by and between Chase Issuance Trust, as Issuing Entity (the “Issuing
Entity”), and Wells Fargo Bank, National Association (“Wells Fargo”), as Indenture Trustee (in such capacity, the “Indenture Trustee”) and Collateral Agent (in such capacity, the “Collateral
Agent”).
		
	2.	  	Class C(2003-1) Terms Document, dated as of February 6, 2003, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	3.	  	Class C(2003-2) Terms Document, dated as of May 6, 2003, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	4.	  	Class C(2003-3) Terms Document, dated as of June 18, 2003, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	5.	  	Class C(2003-4) Terms Document, dated as of June 18, 2003, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	6.	  	Class C(2004-1) Terms Document, dated as of March 23, 2004, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	7.	  	Class C(2004-2) Terms Document, dated as of June 30, 2004, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.

  

 C-1 









			
	8.	  	Class C(2004-3) Terms Document, dated as of November 9, 2004, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement,
by and between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	9.	  	Class C(2005-1) Terms Document, dated as of March 17, 2005, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	10.	  	Class C(2005-2) Terms Document, dated as of May 19, 2005, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	11.	  	Class C(2005-3) Terms Document, dated as of October 6, 2005, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	12.	  	Class C(2005-4) Terms Document, dated as of November 16, 2005, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	13.	  	Class C(2006-1) Terms Document, dated as of January 26, 2006, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	14.	  	Class C(2006-2) Terms Document, dated as of February 16, 2006, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	15.	  	Class C(2006-3) Terms Document, dated as of April 17, 2006, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	16.	  	Class C(2006-4) Terms Document, dated as of November 28, 2006, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.
		
	17.	  	Class C(2007-1) Terms Document, dated as of February 21, 2007, to the Indenture, as supplemented by the Asset Pool One Supplement, and as further supplemented by the Indenture Supplement, by and
between the Issuing Entity and the Indenture Trustee and Collateral Agent.

  

 C-2