Common use of Certain Matters Regarding the Collateral Interest Holder Clause in Contracts

Certain Matters Regarding the Collateral Interest Holder. 40 Section 10.2 Ratification of Agreement.....................................40 Section 10.3 Counterparts..................................................40 Section 10.4 Governing Law.................................................40 Section 10.5 Notices.......................................................40 Section 10.6 Amendments....................................................40 Section 10.7. Uncertificated Securities.....................................40 Section 10.8. Transfers of the Collateral Interest..........................40 EXHIBITS EXHIBIT A-1 Form of Class A Certificate EXHIBIT A-2 Form of Class B Certificate EXHIBIT B Form of Monthly Payment Instructions EXHIBIT C Form of Monthly Certificateholders' Statement EXHIBIT D Form of Investment Letter iii 5 SERIES ____-_ SUPPLEMENT, dated as of ____________ __, ____ (the "Supplement"), among FLEET BANK (RI), NATIONAL ASSOCIATION, a national banking association, as Seller and Servicer by assignment from ADVANTA NATIONAL BANK pursuant to an Assignment and Assumption Agreement dated as of February 20, 1998, and BANKERS TRUST COMPANY, a New York banking corporation, as Trustee. Pursuant to the Amended and Restated Pooling and Servicing Agreement dated as of December 1, 1993, as Amended and Restated on May 23, 1994 (and as subsequently amended and supplemented, including by the terms of this Supplement, the "Agreement"), among Fleet Bank (RI), National Association (successor to Advanta National Bank), as Seller and Servicer, and the Trustee, the Fleet Credit Card Master Trust II (the "Trust") has been created. Section 6.03 of the Agreement provides that the Seller may from time to time direct the Trustee to authenticate one or more new Series of Investor Certificates representing fractional undivided interests in the Trust. The Principal Terms of any new Series are to be set forth in a Supplement to the Agreement. Pursuant to this Supplement, the Seller and the Trustee shall create a new Series of Investor Certificates and specify the Principal Terms thereof. ARTICLE I Creation of the Series ____-_ Certificates

Certain Matters Regarding the Collateral Interest Holder. 40 Section 10.2 Ratification of Agreement.....................................Agreement ................................... 40 Section 10.3 Counterparts..................................................Counterparts ................................................ 40 Section 10.4 Governing Law.................................................GOVERNING LAW ............................................... 40 Section 10.5 Notices.......................................................Notices ..................................................... 40 - ii - TABLE OF CONTENTS (continued) PAGE ---- Section 10.6 Amendments....................................................Amendments .................................................. 40 Section 10.7. Uncertificated Securities.....................................Securities ................................... 40 Section 10.8. Transfers of the Collateral Interest..........................Interest ........................ 40 Section 10.9. Additional Representations and Warranties of the Transferors ................................................. 41 EXHIBITS -------- EXHIBIT A-1 Form of Class A Certificate EXHIBIT A-2 Form of Class B Certificate EXHIBIT B Form of Monthly Payment Instructions EXHIBIT C Form of Monthly Certificateholders' Statement EXHIBIT D Form of Investment Letter iii 5 SERIES ____2002-_ A SUPPLEMENT, dated as of ____________ __May 8, ____ 2002 (the "Supplement"), among FLEET BANK (RI), NATIONAL ASSOCIATION, a national banking association, as Seller and Servicer by assignment from ADVANTA NATIONAL BANK pursuant to an Assignment and Assumption Agreement dated Servicer, FLEET CREDIT CARD FUNDING TRUST, a Delaware business trust, as of February 20, 1998Transferor, and BANKERS DEUTSCHE BANK TRUST COMPANYCOMPANY AMERICAS (formerly Bankers Trust Company), a New York banking corporation, as Trustee. Pursuant to the Amended and Restated Pooling and Servicing Agreement dated as of December 1, 1993, as Amended and Restated on May 23as of January 1, 1994 2002 (and as subsequently amended and supplemented, including by the terms of this Supplement, the "Agreement"), among Fleet Bank (RI), National Association (successor to Advanta National Bank)as Servicer, Fleet Credit Card Funding Trust, as Seller and Servicer, Transferor and the Trustee, the Fleet Credit Card Master Trust II (the "Trust") has been created. Section 6.03 of the Agreement provides that the Seller Transferor may from time to time direct the Trustee to authenticate one or more new Series of Investor Certificates representing fractional undivided interests in the Trust. The Principal Terms of any new Series are to be set forth in a Supplement to the Agreement. Pursuant to this Supplement, the Seller Transferor and the Trustee shall create a new Series of Investor Certificates and specify the Principal Terms thereof. ARTICLE I Creation of the Series ____2002-_ A Certificates