<PAGE>


                  ASSIGNMENT No. 14 OF RECEIVABLES IN ADDITIONAL ACCOUNTS,
dated as of May 1, 2000, by and between CHASE MANHATTAN BANK USA, NATIONAL
ASSOCIATION, a national banking corporation organized and existing under the
laws of the United States of America ("Chase USA"), and THE BANK OF NEW YORK, a
banking corporation organized and existing under the laws of the State of New
York (the "Trustee") pursuant to the Pooling and Servicing Agreement referred to
below.

                              W I T N E S S E T H:
                              --------------------

                  WHEREAS, Chase USA, as Transferor on and after June 1, 1996,
The Chase Manhattan Bank, as Transferor prior to June 1, 1996 and as Servicer,
and the Trustee are parties to the Third Amended and Restated Pooling and
Servicing Agreement, dated as of November 15, 1999 (hereinafter as such
agreement may have been, or may from time to time be, amended, supplemented or
otherwise modified, the "Pooling and Servicing Agreement");

                  WHEREAS, pursuant to the Pooling and Servicing Agreement,
Chase USA wishes to designate Additional Accounts of Chase USA to be included as
Accounts and to convey the Receivables of such Additional Accounts,  whether now
existing or hereafter created, to the Trust as part of the corpus of the Trust
(as each such term is defined in the Pooling and Servicing Agreement); and

                  WHEREAS, the Trustee is willing to accept such designation and
conveyance subject to the terms and conditions hereof;

                  NOW, THEREFORE, Chase USA and the Trustee hereby agree as
follows:

                           1. Defined Terms. All terms defined in the Pooling
         and Servicing Agreement and used herein shall have such defined
         meanings when used herein, unless otherwise defined herein.

                           "Addition Date" shall mean, with respect to the
         Additional Accounts designated hereby, May 1, 2000.


                                        1


<PAGE>



                           "Notice Date" shall mean, with respect to the
         Additional Accounts designated hereby, April 7, 2000.

                           2. Designation of Additional Accounts. Chase USA
         shall deliver to the Trustee not later than five Business Days after
         the Addition Date, a computer file or microfiche list containing a true
         and complete list of each MasterCard and VISA account which as of the
         Addition Date shall be deemed to be an Additional Account, such
         accounts being identified by account number and by the amount of
         Receivables in such accounts as of the close of business on the
         Addition Date. Such list shall be delivered five Business Days after
         the date of this Agreement and shall be marked as Schedule 1 to this
         Assignment and, as of the Addition Date, shall be incorporated into and
         made a part of this Assignment.

                           3. Conveyance of Receivables.

                           A. Chase USA does hereby transfer, assign, set-over
         and otherwise convey to the Trust for the benefit of the
         Certificateholders, without recourse on and after the Addition Date,
         all right, title and interest of Chase USA in and to the Receivables
         now existing and hereafter created in the Additional Accounts
         designated hereby, all monies due or to become due with respect thereto
         (including all Finance Charge Receivables) and all proceeds of such
         Receivables, Recoveries, Interchange, Insurance Proceeds relating to
         such Receivables and the proceeds of any of the foregoing.

                           B. In connection with such transfer, Chase USA agrees
         to record and file, at its own expense, a financing statement with
         respect to the Receivables now existing and hereafter created in the
         Additional Accounts designated hereby (which may be a single financing
         statement with respect to all such Receivables) for the transfer of
         accounts as defined in Section 9-106 of the UCC as in effect in the
         State of New York meeting the requirements of applicable state law in
         such manner and such jurisdictions as are necessary to perfect the
         assignment of such Receivables to the Trust, and to deliver a file-
         stamped copy of such financing statement or other evidence of such
         filing (which may, for purposes of this Section 3, consist of telephone
         confirmation of such filing) to the Trustee on or prior to the date of
         this Agreement.

                           C. In connection with such transfer, Chase USA
         further agrees, at its own expense, on or prior to the date of this
         Assignment to indi-


                                       2


<PAGE>

         cate in its computer files that Receivables created in connection with
         the Additional Accounts designated hereby have been transferred to the
         Trust pursuant to this Assignment for the benefit of the
         Certificateholders.

                           D. Chase USA hereby grants to the Trustee a security
         interest in all of Chase USA's right, title and interest in, to and
         under the Receivables now existing and hereafter created in the
         Additional Accounts designated hereby, all monies due or to become due
         with respect to such Receivables, Insurance Proceeds relating to such
         Receivables, Recoveries, Interchange and the proceeds to any of the
         foregoing to secure a loan in an amount equal to the unpaid principal
         amount of the Investor Certificates issued or to be issued pursuant to
         the Pooling and Servicing Agreement and the interests accrued at the
         related Certificate Rates, and this Agreement shall constitute a
         security agreement under applicable law.

                           4. Acceptance by Trustee. The Trustee hereby
         acknowledges its acceptance on behalf of the Trust for the benefit of
         the Certificateholders of all right, title and interest previously held
         by Chase USA in and to the Receivables now existing and hereafter
         created, and declares that it shall main tain such right, title and
         interest, upon the Trust herein set forth, for the benefit of all
         Certificateholders.

                           5. Representations and Warranties of Chase USA. Chase
         USA hereby represents and warrants to the Trust as of the Addition
         Date:

                           A. Legal, Valid and Binding Obligation. This
         Assignment constitutes a legal, valid and binding obligation of Chase
         USA enforceable against Chase USA in accordance with its terms, except
         as such enforceability may be limited by applicable bankruptcy,
         insolvency, reorganization, moratorium or other similar laws now or
         hereafter in effect affecting the enforcement of creditors' rights in
         general and the rights of creditors of banking associations and except
         as such enforceability may be limited by general principles of equity
         (whether considered in a suit at law or in equity).

                           B. Eligibility of Accounts and Receivables. Each
         Additional Account designated hereby is an Eligible Account and each
         Receivable in such Additional Account is an Eligible Receivable.




                                        3


<PAGE>



                           C. Selection Procedures. No selection procedures
         believed by Chase USA to be materially adverse to the interests of the
         Investor Certificateholders were utilized in selecting the Additional
         Accounts designated hereby from the available Eligible Accounts in the
         Bank Portfolio.

                           D. Insolvency. Chase USA is not insolvent and, after
         giving effect to the conveyance set forth in Section 3 of this
         Assignment, will not be insolvent.

                           E. Security Interest. This Assignment constitutes
         either: (i) a valid transfer and assignment to the Trust of all right,
         title and interest of Chase USA in and to Receivables now existing and
         hereafter created in the Additional Accounts designated hereby, and
         all proceeds (as defined in the UCC) of such Receivables and Insurance
         Proceeds relating thereto, and such Receivables and any proceeds
         thereof and Insurance Proceeds relating thereto will be held by the
         Trust free and clear of any Lien of any Person claiming through or
         under Chase USA or any of its Affiliates except for (x) Liens permitted
         under subsection 2.5(b) of the Pooling and Servicing Agreement, (y) the
         interest of the holder of the Transferor Certificate and (z) Chase
         USA's right to receive interest accruing on, and investment earnings in
         respect of, the Finance Charge Account and the Principal Account as
         provided in the Pooling and Servicing Agreement; or (ii) a grant of a
         security interest (as defined in the UCC) in such property to the
         Trust, which is enforceable with respect to existing Receivables of
         the Additional Accounts, the proceeds (as defined in the UCC) thereof
         and Insurance Proceeds relating thereto, upon the conveyance of such
         Receivables to the Trust, and which will be enforceable with respect to
         the Receivables thereafter created in respect of Additional Accounts
         designated hereby, the proceeds (as defined in the UCC) thereof and
         Insurance Proceeds relating thereto, upon such creation; and (iii) if
         this Assignment constitutes the grant of a security interest to the
         Trust in such property, upon the filing of a financing statement
         described in Section 3 of this Assignment with respect to the
         Additional Accounts designated hereby and in the case of the
         Receivables of such Additional Accounts thereafter created and the
         proceeds (as defined in the UCC) thereof, and Insurance Proceeds
         relating to such Receivables, upon such creation, the Trust shall have
         a first priority perfected security



                                        4


<PAGE>



                  interest in such property (subject to Section 9-306 of the UCC
                  as in effect in the State of Delaware), except for Liens
                  permitted under subsection 2.5(b) of the Pooling and Servicing
                  Agreement.

                           F. Breach of Representations and Warranties. The
         provision set forth in Section 2.4(d) of the Pooling and Servicing
         Agreement shall be applicable to any breach of the representations and
         warranties of this Section 5 with respect to any Receivable.

                           6. Conditions Precedent. The acceptance by the
         Trustee set forth in Section 4 and the amendment of the Pooling and
         Servicing Agreement set forth in Section 7 are subject to the
         satisfaction, on or prior to the Addition Date, of the following
         conditions precedent:

                              A. Officer's Certificate. Chase USA shall have
                  delivered to the Trustee a certificate of a Vice President or
                  more senior officer substantially in the form of Schedule 2
                  hereto, certifying that (i) all requirements set forth in
                  Section 2.6 of the Pooling and Servicing Agreement for
                  designating Additional Accounts and conveying the Principal
                  Receivables of such Account, whether now existing or
                  hereafter created, have been satisfied and (ii) each of the
                  representations and warranties made by Chase USA in Section 5
                  is true and correct as of the Addition Date. The Trustee may
                  conclusively rely on such Officer's Certificate, shall have no
                  duty to make inquiries with regard to the matters set forth
                  therein, and shall incur no liability in so relying.

                             B. Opinion of Counsel. Chase USA shall have deliv-
                  ered to the Trustee an Opinion of Counsel with respect to the
                  Additional Accounts designated hereby substantially in the
                  form of Exhibit E to the Pooling and Servicing Agreement.

                             C. Additional Information. Chase USA shall have
                  delivered to the Trustee such information as was reasonably
                  requested by the Trustee to satisfy itself as to the accuracy
                  of the representation and warranty set forth in subsection
                  5(d) to this Agreement.

                           7. Amendment of the Pooling and Servicing Agreement.
         The Pooling and Servicing Agreement is hereby amended to provide that
         all


                                        5


<PAGE>



         references therein to the "Pooling and Servicing Agreement," to "this
         Agreement" and "herein" shall be deemed from and after the Addition
         Date to be a dual reference to the Pooling and Servicing Agreement as
         supplemented by this Assignment and by Assignment No. 1 of Receivables
         in Additional Accounts, dated as of July 1, 1996, Assignment No. 2 of
         Receivables in Additional Accounts, dated as of September 1, 1996,
         Assignment No.3 of Receivables in Additional Accounts, dated as of
         December 1, 1997, Assignment No. 4 of Receivables in Additional
         Accounts, dated as of February 1, 1998, Assignment No. 5 of Receivables
         in Additional Accounts, dated as of April 1, 1998, Assignment No. 6 of
         Receivables in Additional Accounts, dated as of August 1, 1998,
         Assignment No. 7 of Receivables in Additional Accounts, dated as of
         November 1, 1998, Assignment No. 8 of Receivables in Additional
         Accounts, dated as of February 1, 1999, Assignment No. 9 of Receivables
         in Additional Accounts, dated as of April 1, 1999, Assignment No. 10 of
         Receivables in Additional Accounts, dated as of July 1, 1999,
         Assignment No. 11 of Receivables in Additional Accounts, dated as of
         October 1, 1999, Assignment No. 12 of Receivables in Additional
         Accounts, dated as of February 1, 2000, Assignment No. 13 of
         Receivables in Additional Accounts, dated as of April 1, 2000,
         Reassignment No. 1 of Receivables in Removed Accounts, dated as of
         September 30, 1997 and Reassignment No. 2 of Receivables in Removed
         Accounts, dated as of December 1, 1997. Except as expressly amended
         hereby, all of the representations, warranties, terms, covenants and
         conditions to the Pooling and Servicing Agreement shall remain
         unamended and shall continue to be, and shall remain, in full force
         and effect in accordance with its terms and except as expressly
         provided herein shall not constitute or be deemed to constitute a
         waiver of compliance with or a consent to noncompliance with any term
         or provisions of the Pooling and Servicing Agreement.

                           8. Counterparts. This Assignment may be executed in
         two or more counterparts (and by different parties on separate
         counterparts), each of which shall be an original, but all of which
         together shall constitute one and the same instrument.


                           9. GOVERNING LAW. THIS AGREEMENT SHALL BE CONSTRUED
         IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK WITHOUT REFERENCE
         TO ITS CONFLICT OF LAW PROVISIONS, AND THE OBLIGATIONS,

                                        6

<PAGE>

         RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN
         ACCORDANCE WITH SUCH LAWS.


                                        7


<PAGE>




                           IN WITNESS WHEREOF, the undersigned have caused this
         Assignment of Receivables in Additional Accounts to be duly executed
         and delivered by their respective duly authorized officers on the day
         and year first above written.

                                                     CHASE MANHATTAN BANK USA,
                                                     NATIONAL ASSOCIATION


                                                     By:_______________________
                                                        Name:
                                                        Title:


                                                     THE BANK OF NEW YORK,
                                                       as Trustee

                                                     By:_______________________
                                                        Name:
                                                        Title:





<PAGE>


                                                                   Schedule 1
                                                                to Assignment of
                                                                Receivables in
                                                             Additional Accounts



                               ADDITIONAL ACCOUNTS