Exhibit 4.2



 Exhibit 4.2 
 CHASE ISSUANCE TRUST, 
 Issuing Entity 

and 
 WELLS FARGO
BANK, NATIONAL ASSOCIATION, 
 Indenture Trustee 
 AMENDMENT TO THE 
 THIRD AMENDED AND RESTATED 

INDENTURE 
 Dated
as of July 9, 2013 







 This AMENDMENT TO THE THIRD AMENDED AND RESTATED INDENTURE (this
“Amendment”) between, CHASE ISSUANCE TRUST, a statutory business trust created under the laws of the State of Delaware (the “Issuing Entity”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking
association, in its capacity as Indenture Trustee (the “Indenture Trustee”), is made and entered into as of July 9, 2013. 
 RECITALS 
 WHEREAS, the parties hereto have heretofore executed and delivered an
Indenture, dated as of May 1, 2002 (as amended, supplemented or otherwise modified, the “Original Indenture”); 
 WHEREAS, the parties hereto have heretofore executed and delivered an Amended and Restated Indenture, dated as of October 15, 2004, as amended by the Amendment thereto, dated as of February 1,
2006 (as amended, supplemented or otherwise modified, the “Amended and Restated Indenture”); 
 WHEREAS, the
parties hereto have heretofore executed and delivered a Second Amended and Restated Indenture, dated as of March 14, 2006 (as amended, supplemented or otherwise modified, the “Second Amended and Restated Indenture”) 

WHEREAS, the parties hereto have heretofore executed and delivered a Third Amended and Restated Indenture, dated as of December 19,
2007 (as amended, supplemented or otherwise modified, the “Third Amended and Restated Indenture”); 
 WHEREAS,
the parties hereto desire to amend the Third Amended and Restated Indenture as set forth below; 
 WHEREAS,
Section 9.01 of the Third Amended and Restated Indenture provides that the Third Amended and Restated Indenture may be amended upon delivery of an Issuing Entity Tax Opinion for the purpose of adding any provisions to, or changing in any
manner or eliminating any of the provisions of, the Third Amended and Restated Indenture; provided, that (i) the Issuing Entity shall deliver to the Indenture Trustee, the Collateral Agent and the Owner Trustee an Officer’s
Certificate to the effect that the Issuing Entity reasonably believes that such amendment will not have an Adverse Effect and is not reasonably expected to have an Adverse Effect at any time in the future and that such amendment does not adversely
affect the rights, duties, benefits, protections, privileges or immunities of the Indenture Trustee or the applicable Collateral Agent and (ii) each Note Rating Agency confirms in writing that such amendment will not cause a Ratings Effect;

 WHEREAS, (i) an Issuing Entity Tax Opinion has been delivered, (ii) the Issuing Entity has delivered to the
Indenture Trustee, the Collateral Agent and the Owner Trustee an Officer’s Certificate to the effect that the Issuing Entity reasonably believes that this Amendment will not have an Adverse Effect and is not reasonably expected to have an
Adverse Effect at any time in 

  
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the future and that this Amendment does not adversely affect the rights, duties, benefits, protections, privileges or immunities of the Indenture Trustee or the applicable Collateral Agent and
(iii) each Note Rating Agency has confirmed in writing that such amendment will not cause a Ratings Effect; and 

WHEREAS, based on the foregoing, all conditions precedent to the Amendment of the Third Amended and Restated Indenture have been
complied with; 
 NOW, THEREFORE, the parties hereto hereby are executing and delivering this Amendment in order to amend the
Third Amended and Restated Indenture in the manner set forth below. 

  
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 Capitalized terms used but not defined herein shall have the meanings assigned to them in
the Third Amended and Restated Indenture. 
 1.        Amendment to Subsection
13.04(a)(i). Subsection 13.04(a)(i) of the Third Amended and Restated Indenture shall be amended by adding the following language to the end of the subsection 13.04(a)(i) after the clause “as may be amended from time to time
by the parties hereto”: 
 “; provided, that the requirement of Section 9.01 that each Note Rating
Agency confirms in writing that an amendment will not cause a Ratings Effect shall not apply to such an amendment of Exhibit D.” 
 2.        Amendment to Exhibit D. The Third Amended and Restated Indenture shall be amended by deleting in its entirety the existing Exhibit D and
replacing it with the new Exhibit D set forth in Schedule 1 hereto. 

3.        No Waiver. The execution and delivery of this Amendment shall not constitute a
waiver of a past default under the Third Amended and Restated Indenture or impair any right consequent thereon. 

4.        Third Amended and Restated Indenture in Full Force and Effect as Amended.
Except as specifically amended or waived hereby, all of the terms and conditions of the Third Amended and Restated Indenture shall remain in full force and effect. All references to the Third Amended and Restated Indenture in any other document or
instrument shall be deemed to mean the Third Amended and Restated Indenture as amended by this Amendment. This Amendment shall not constitute a novation of the Third Amended and Restated Indenture, but shall constitute an amendment thereof. The
parties hereto agree to be bound by the terms and obligations of the Third Amended and Restated Indenture to which they are parties thereto, as amended by this Amendment, as though the terms and obligations of the Third Amended and Restated
Indenture were set forth herein. 
 5.        Effect of Headings and Table of
Contents. The Article and Section headings herein are for convenience only and shall not affect the construction hereof. 

6.        Separability. In case any provision in this Amendment shall be invalid, illegal
or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not be affected or impaired thereby. 

  
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 7.        Counterparts. This Amendment 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. 

8.        GOVERNING LAW. THIS AMENDMENT WILL BE CONSTRUED IN ACCORDANCE WITH AND
GOVERNED BY THE LAWS OF THE STATE OF DELAWARE, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS. 

9.        Effective Date. This Amendment shall become effective as of the day and year
first above written. 

  
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 IN WITNESS WHEREOF, the Issuing Entity and the Indenture Trustee have caused this Amendment
to be duly executed by their respective officers as of the day and year first above written. 
  

			
	CHASE ISSUANCE TRUST
		
	By:    	 	 CHASE BANK USA, NATIONAL ASSOCIATION, as Beneficiary and
 not in its individual capacity

		
	By:    	 	/s/ David A. Penkrot
		 	Name: David A. Penkrot
		 	Title:   Senior Vice President


  

			
	 WELLS FARGO BANK, NATIONAL ASSOCIATION, as Indenture Trustee
 and not in its individual capacity

		
	By:    	 	/s/ Cheryl C. Zimmerman
		 	Name: Cheryl C. Zimmerman
		 	Title:   Vice President


  

			
	Acknowledged and Accepted:
	
	 CHASE BANK USA,

NATIONAL ASSOCIATION,
 as
Servicer

		
	By:    	 	/s/ David A. Penkrot
		 	Name: David A. Penkrot
		 	Title:   Senior Vice President

 AMENDMENT TO THIRD A&R INDENTURE








 Schedule 1 
 Exhibit D 
 SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF
COMPLIANCE 
 The assessment of compliance to be delivered by the Indenture Trustee shall address, at a minimum, the
criteria identified below as “Applicable Servicing Criteria”: 
  

					
	Servicing Criteria	  	Applicable Servicing
Criteria
	  

Reference
	 	  
 Criteria
	  
	  
 General Servicing Considerations
  

	1122(d)(1)(i)	 	  
 Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements.
	  	 
	1122(d)(1)(ii)	 	  
 If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing
activities.
	  	ü

	1122(d)(1)(iii)	 	  
 Any requirements in the transaction agreements to maintain a back-up servicer for the pool assets are maintained.
	  	 
	1122(d)(1)(iv)    	 	  
 A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in
accordance with the terms of the transaction agreements.
	  	 
	 
	Cash
Collection and Administration
	1122(d)(2)(i)	 	  
 Payments on pool assets are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days
specified in the transaction agreements.
	  	ü

	1122(d)(2)(ii)	 	  
 Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel.
	  	ü

	1122(d)(2)(iii)	 	  
 Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the
transaction agreements.
	  	 
	1122(d)(2)(iv)	 	  
 The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as
set forth in the transaction agreements.
	  	ü

	1122(d)(2)(v)	 	  
 Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository
institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act.
	  	ü

	1122(d)(2)(vi)	 	  
 Unissued checks are safeguarded so as to prevent unauthorized access.
	  	 
	1122(d)(2)(vii)	 	  
 Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations (A) are
mathematically accurate; (B) are prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) are reviewed and approved by someone other than the person who prepared
the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction
agreements.
	  	 


  
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	Servicing Criteria	  	Applicable Servicing
Criteria
	  

Reference
	 	  
 Criteria
	  
	  
 Investor Remittances and Reporting

	1122(d)(3)(i)	 	  
 Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A)
are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as
required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of pool assets serviced by the Servicer.
	  	 
	1122(d)(3)(ii)	 	  
 Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements.
	  	ü

	1122(d)(3)(iii)	 	  
 Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements.
	  	ü

	1122(d)(3)(iv)	 	  
 Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements.
	  	ü

	 
	Pool
Asset Administration
	1122(d)(4)(i)	 	  
 Collateral or security on pool assets is maintained as required by the transaction agreements or related pool asset documents.
	  	ü
1

	1122(d)(4)(ii)	 	  
 Pool assets and related documents are safeguarded as required by the transaction agreements
	  	 
	1122(d)(4)(iii)	 	  
 Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements.
	  	 
	1122(d)(4)(iv)	 	  
 Payments on pool assets, including any payoffs, made in accordance with the related pool asset documents are posted to the Servicer’s obligor records maintained no more than two business days after
receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related pool asset documents.
	  	 
	1122(d)(4)(v)	 	  
 The Servicer’s records regarding the accounts agree with the Servicer’s records with respect to an obligor’s unpaid principal balance.
	  	 
	1122(d)(4)(vi)	 	  
 Changes with respect to the terms or status of an obligor’s account (e.g., loan modifications or re-aging) are made, reviewed and approved by authorized personnel in accordance with the transaction
agreements and related pool asset documents.
	  	 
	1122(d)(4)(vii)	 	  
 Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in
accordance with the timeframes or other requirements established by the transaction agreements.
	  	 
	1122(d)(4)(viii)    	 	  
 Records documenting collection efforts are maintained during the period an account is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or
such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is
deemed temporary (e.g., illness or unemployment).
	  	 
	1122(d)(4)(ix)	 	  
 Adjustments to interest rates or rates of return for accounts with variable rates are computed based on the related account documents.
	  	 

  
  

	1 	With regard to the First USA Credit Card Master Trust collateral certificate. 


  
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	Servicing Criteria	  	Applicable Servicing
Criteria
	  

Reference
	 	  
 Criteria
	  
	1122(d)(4)(x)	 	  
 Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s pool asset documents, on at least an annual basis, or such
other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable pool asset documents and state laws; and (C) such funds are returned to the obligor within 30 calendar
days of full repayment of the related pool assets, or such other number of days specified in the transaction agreements.
	  	 
	1122(d)(4)(xi)	 	  
 Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments,
provided that such support has been received by the Servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements.
	  	 
	1122(d)(4)(xii)	 	  
 Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the Servicer’s funds and not charged to the obligor, unless the late payment was due to the
obligor’s error or omission.
	  	 
	1122(d)(4)(xiii)	 	  
 Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the Servicer, or such other number of days specified in the transaction
agreements.
	  	 
	1122(d)(4)(xiv)    	 	  
 Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements.
	  	 
	1122(d)(4)(xv)	 	  
 Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements.
	  	*

  

			
	 WELLS FARGO BANK, NATIONAL
 ASSOCIATION, as Indenture Trustee

		
	Date:	 	 
		
	By:	 	 
		 	Name:
		 	Title:


  
  

*  If there are any external enhancement or other support identified in Item 1114(a)(1) through (3) or
Item 1115 of Regulation AB, Item 1122(d)(4)(xv) would be included in the Applicable Servicing Criteria for the Servicer. 

  
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