Terms Agreement for Class A Floating Rate Asset Backed Notes, Series 2002-A between DC Funding International, Inc. and Underwriters

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Summary

This agreement is between DC Funding International, Inc. and several underwriters, including Banc of America Securities LLC, Wachovia Securities, Inc., and Morgan Stanley & Co. Incorporated. It sets the terms for the sale and purchase of $415,950,000 in Class A Floating Rate Asset Backed Notes, Series 2002-A. The notes will be sold at a specified rate and price, with monthly distributions starting September 16, 2002. The agreement outlines the responsibilities of each party and can only be amended in writing by all parties involved.

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EX-1.2 4 dex12.txt TERMS AGREEMENT EXHIBIT 1.2 - TERMS AGREEMENT DC FUNDING INTERNATIONAL, INC. FNANB CREDIT CARD MASTER NOTE TRUST ASSET BACKED NOTES TERMS AGREEMENT Dated: July 11, 2002 To: DC Funding International, Inc., as Transferor under the Amended and Restated Master Pooling and Servicing Agreement dated as of December 31, 2001. Re: Underwriting Agreement dated July 11, 2002 (the "Agreement") Title: Class A Floating Rate Asset Backed Notes, Series 2002-A Registration No.: 33-88564 Initial Principal Amount, Series and Class Designation Schedule: $415,950,000 Class A Floating Rate Asset Backed Notes, Series 2002-A. Note Rating: "Aaa" by Moody's Investors Service, Inc.; "AAA" by Standard & Poor's, a division of McGraw-Hill Companies, Inc.; "AAA" by Fitch, Inc Note Rate: One-month LIBOR plus 0.32% per annum. Terms of Sale:
Price to Underwriting Selling Public (1) Discount Concession Reallowance ---------- ------------------- ---------- ----------- Per Class A Note 100.000% 0.30% 0.18% 0.12%
Distribution Dates: Monthly, beginning September 16, 2002. A-1 Delivery Date and Location: 10:00 A.M., Eastern time, on July 19, 2002, or at such other time not later than seven full business days thereafter as may be agreed upon, at the offices of McGuireWoods LLP, One James Center, 901 East Cary Street, Richmond, Virginia 23219. Notwithstanding anything in the Agreement or in this Terms Agreement to the contrary, the Agreement and this Terms Agreement constitute the entire agreement and understanding among the parties hereto with respect to the purchase and sale of the above-referenced Notes. This Terms Agreement may be amended only by written agreement of the parties thereto. The Underwriters named in Schedule 1 hereto agree, severally and not jointly, subject to the terms and provisions of the Agreement, which is incorporated by reference herein and made a part hereof, to purchase the initial principal amount of Notes set forth opposite their names in Schedule 1. Very truly yours, BANC OF AMERICA SECURITIES LLC, as Representative of the several Underwriters and as an Underwriter By:/s/ Luis O. Araneda Name: Luis O. Araneda Title: Managing Director Accepted: DC FUNDING INTERNATIONAL, INC., as Transferor By:/s/ Philip J. Dunn Name: Philip J. Dunn Title: Vice President A-2 SCHEDULE 1 $415,950,000 Principal Amount of Class A Floating Rate Asset Backed Notes, Series 2002-A Underwriters Principal Amount - ------------ ---------------- Banc of America Securities LLC $138,650,000 Wachovia Securities, Inc. $138,650,000 Morgan Stanley & Co. Incorporated $138,650,000 $415,950,000 ============