Exhibit 10.1
AMENDMENT NO. 2
Dated as of July 8, 2005
TO
SERIES 1996-2 SUPPLEMENT
Dated as of January 23, 1996
TO
THIRD AMENDED AND RESTATED
POOLING AND SERVICING AGREEMENT
Dated as of November 15, 1999
CHASE BANK USA, NATIONAL ASSOCIATION
Transferor and Servicer
and
THE BANK OF NEW YORK
Trustee
on behalf of the Series 1996-2
Certificateholders
CHASE CREDIT CARD MASTER TRUST
SERIES 1996-2
AMENDMENT NO. 2, dated as of July 8,
2005 (this “Amendment”) to SERIES 1996-2 SUPPLEMENT,
dated as of January 23, 1996, as amended by Amendment No. 1
thereto, dated as of June 9, 2003, by and between CHASE BANK USA,
NATIONAL ASSOCIATION (“Chase USA”), as transferor and
servicer (in such capacities, the “Transferor” and the
“Servicer,” respectively) and THE BANK OF NEW YORK, as
trustee (“BONY” or the
“Trustee”).
WHEREAS, Chase USA and the Trustee
are parties to (i) the Pooling and Servicing Agreement, dated as of
October 19, 1995 (the “Original Pooling and Servicing
Agreement”), (ii) the Amended and Restated Pooling and
Servicing Agreement, dated as of June 1, 1996 (the “Amended
Pooling and Servicing Agreement,” which amended and restated
the Original Pooling and Servicing Agreement in its entirety);
(iii) the Second Amended and Restated Pooling and Servicing
Agreement, dated as of September 1, 1996 (the “Second Amended
and Restated Pooling and Servicing Agreement,” which amended
and restated the Amended and Restated Pooling and Servicing
Agreement in its entirety); and (iv) the Third Amended and Restated
Pooling and Servicing Agreement, dated as of November 15, 1999 (the
“Third Amended and Restated Pooling and Servicing
Agreement,” which amended and restated the Second Amended and
Restated Pooling and Servicing Agreement in its entirety, as
amended by the First Amendment thereto, dated as of March 31, 2001,
the Second Amendment thereto, dated as of March 1, 2002, the Third
Amendment thereto, dated July 15, 2004, and the Fourth Amendment
thereto, dated October 15, 2004, and as the same may be further
amended, supplemented or otherwise modified (including by any
Series Supplement) and in effect from time to time, the
“Pooling and Servicing Agreement”);
WHEREAS, Chase USA and the Trustee
have heretofore executed and delivered the Series 1996-2
Supplement, dated as of January 23, 1996, as amended by Amendment
No. 1 thereto, dated as of June 9, 2003 (the “Series 1996-2
Supplement”), to the Pooling and Servicing Agreement for the
issuance by the
