Common use of Duties of the Administrator Clause in Contracts

Duties of the Administrator. (a) The Administrator agrees to perform all its duties as Administrator and the duties (other than payment obligations) of the Issuer and the Owner Trustee (other than as required under Article Thirteen of the Trust Agreement) under the Related Documents. In addition, the Administrator shall consult with the Owner Trustee regarding the duties of the Issuer or the Owner Trustee under the Related Documents. The Administrator shall monitor the performance of the Issuer and shall notify the Owner Trustee when action is necessary to comply with the respective duties (other than payment obligations) of the Issuer and the Owner Trustee under the Related Documents. The Administrator shall prepare for execution by the Issuer, or shall cause the preparation by other appropriate persons of, all such documents, reports, notices, filings, instruments, certificates and opinions that it shall be the duty of the Issuer or the Owner Trustee to prepare, file or deliver pursuant to the Related Documents. In furtherance of the foregoing, the Administrator shall take (or, in the case of the immediately preceding sentence, cause to be taken) all appropriate action that the Issuer or the Owner Trustee is required to take pursuant to the Indenture including, without limitation, such of the foregoing as are required with respect to the following matters under the Indenture (references are to Sections of the Indenture):

Duties of the Administrator. (a) The Administrator agrees to perform all of its duties as Administrator and Administrator, including its duties under the Asset Representations Review Agreement, and, except as specifically excluded herein, agrees to perform all the duties (other than payment obligations) of the Issuer and the Owner Trustee (other than as required under Article Thirteen of the Trust Agreement) under the Related Issuer Basic Documents. In addition, the Administrator shall consult with the Owner Trustee regarding the duties of the Issuer or the Owner Trustee under the Related Issuer Basic Documents. The Administrator shall monitor the performance of the Issuer and shall notify advise the Owner Trustee when action is necessary to comply with the respective duties (other than payment obligations) of the Issuer and the Owner Trustee under the Related Issuer Basic Documents. The Administrator shall prepare for execution by the Issuer, or shall cause the preparation by other appropriate persons of, all such documents, reports, notices, filings, instruments, certificates and opinions that it shall be the duty of the Issuer or the Owner Trustee to prepare, file or deliver pursuant to the Related Issuer Basic Documents. In furtherance of the foregoing, the Administrator shall take (or, in the case of the immediately preceding sentence, cause to be taken) all appropriate action that the Issuer or the Owner Trustee is required to take pursuant to the Indenture including, without limitation, including such of the foregoing actions as are required with respect to the following matters under the Indenture (references are to Sections of the Indenture):

Duties of the Administrator. (a) DUTIES WITH RESPECT TO THE TRUST RELATED AGREEMENTS. The Administrator is authorized and directed to execute and deliver on behalf of the Issuer the Basic Documents to which the Issuer is a party and each certificate or other document attached as an exhibit to or contemplated by such Basic Documents, to the extent not otherwise executed and delivered by the Issuer. The Administrator agrees to perform all its duties as Administrator and Administrator, the duties (other than payment obligations) of the Issuer and the Owner Trustee (other than as required under Article Thirteen of the Trust Agreement) Related Agreements and to act as calculation agent under the Related DocumentsDerivative Products. In addition, the Administrator shall consult with the Owner Delaware Trustee regarding the duties of the Issuer or and the Owner Delaware Trustee under the Trust Related DocumentsAgreements. The Administrator shall monitor the performance of the Issuer and shall notify advise the Owner Indenture Trustee and the Delaware Trustee when action is necessary to comply with the respective Issuer's duties (other than payment obligations) of the Issuer and the Owner Trustee under the Trust Related DocumentsAgreements. The Administrator shall prepare for execution by the Issuer, or shall cause the preparation by other appropriate persons or entities of, all such documents, reports, notices, filings, instruments, certificates and opinions that it shall be the duty of the Issuer or the Owner Trustee to prepare, file or deliver pursuant to the Trust Related DocumentsAgreements. In furtherance of the foregoing, the Administrator shall take (or, in the case of the immediately preceding sentence, cause to be taken) all appropriate action that is the duty of the Issuer or the Owner Trustee is required to take pursuant to the Indenture including, without limitation, such of the foregoing as are required with respect to the following matters Trust Related Agreements or under the Indenture (references are to Sections of the Indenture):Higher Education Act.

Duties of the Administrator. (a) Duties with Respect to the Indenture and the Note Depository Agreement. (i) The Administrator agrees to perform all its duties as Administrator and the duties (other than payment obligations) of the Issuer and the Owner Trustee (other than as required under Article Thirteen of the Trust Agreement) under the Related DocumentsNote Depository Agreement. In addition, the Administrator shall consult with the Owner Trustee regarding the duties of the Issuer or the Owner Trustee under the Related DocumentsIndenture and the Note Depository Agreement. The Administrator shall monitor the performance of the Issuer and shall notify advise the Owner Trustee when action is necessary to comply with the respective Issuer's duties (other than payment obligations) of under the Issuer Indenture and the Owner Trustee under the Related DocumentsNote Depository Agreement. The Administrator shall prepare for execution by the Issuer, or shall cause the preparation by other appropriate persons Persons of, all such documents, reports, notices, filings, instruments, certificates and opinions that it shall be the duty of the Issuer or the Owner Trustee to prepare, file or deliver pursuant to the Related DocumentsIndenture and the Note Depository Agreement. In furtherance of the foregoing, the Administrator shall take (ortake, in the case name and on behalf of the immediately preceding sentenceIssuer, cause to be taken) all appropriate action that is the duty of the Issuer or the Owner Trustee is required to take take, pursuant to the Indenture including, without limitation, such of the foregoing as are required with respect to the following matters under the Indenture (references are to Sections sections of the Indenture):

Duties of the Administrator. (a) Duties with Respect to the Indenture and the Note Depository Agreement. (i) The Administrator agrees to perform all its duties as Administrator and the duties (other than payment obligations) of the Issuer and the Owner Trustee (other than as required under Article Thirteen of the Trust Agreement) under the Related DocumentsNote Depository Agreement. In addition, the Administrator shall consult with the Owner Trustee regarding the duties of the Issuer or the Owner Trustee under the Related DocumentsIndenture and the Note Depository Agreement. The Administrator shall monitor the performance of the Issuer and shall notify advise the Owner Trustee when action is necessary to comply with the respective Issuer's duties (other than payment obligations) of under the Issuer Indenture and the Owner Trustee under the Related DocumentsNote Depository Agreement. The Administrator shall prepare for execution by the Issuer, or shall cause the preparation by other appropriate persons Persons of, all such documents, reports, notices, filings, instruments, certificates and opinions that it shall be the duty of the Issuer or the Owner Trustee to prepare, file or deliver pursuant to the Related DocumentsIndenture, the Interest Rate Swap Agreements and the Note Depository Agreement. In furtherance of the foregoing, the Administrator shall take (ortake, in the case name and on behalf of the immediately preceding sentenceIssuer or the Owner Trustee, cause to be taken) all appropriate action that is the duty of the Issuer or the Owner Trustee is required to take take, if any, pursuant to the Indenture including, without limitation, such of the foregoing as are required with respect to the following matters under the Indenture (references are to Sections sections of the Indenture):

Duties of the Administrator. (a) The Administrator agrees to perform all of its duties as Administrator and Administrator, including its duties under the Asset Representations Review Agreement, and, except as specifically excluded herein, agrees to perform all the duties (other than payment obligations) of the Issuer and the Owner Trustee (other than as required under Article Thirteen of the Trust Agreement) under the Related Issuer Basic Documents. In addition, the Administrator shall consult with the Owner Trustee regarding the duties of the Issuer or the Owner Trustee under the Related Issuer Basic Documents. The Administrator shall monitor the performance of the Issuer and shall notify advise the Owner Trustee when action is necessary to comply with the respective duties (other than payment obligations) of the Issuer and the Owner Trustee under the Related Issuer Basic Documents. The Administrator shall prepare for execution by the Issuer, or shall cause the preparation by other appropriate persons of, all such documents, reports, notices, filings, instruments, certificates and opinions that it shall be the duty of the Issuer or the Owner either Trustee to prepare, file or deliver pursuant to the Related Issuer Basic Documents. In furtherance of the foregoing, the Administrator shall take (or, in the case of the immediately preceding sentence, cause to be taken) all appropriate action that the Issuer or the Owner Trustee is required to take pursuant to the Indenture including, without limitation, including such of the foregoing actions as are required with respect to the following matters under the Indenture (references are to Sections of the Indenture):

Duties of the Administrator. (a) Duties with Respect to the Depository Agreements and the Indenture. (i) The Administrator agrees to perform all its duties as Administrator and the duties (other than payment obligations) of the Issuer and the Owner Trustee (other than as required under Article Thirteen of the Trust Agreement) under the Related DocumentsIndenture and the Depository Agreements. In addition, the Administrator shall consult with the Owner Trustee regarding the duties of the Issuer or and the Owner Trustee under the Related DocumentsIndenture and the Depository Agreements. The Administrator shall monitor the performance of the Issuer and shall notify advise the Owner Trustee when action is necessary to comply with the respective duties (other than payment obligations) of the Issuer and the Owner Trustee under the Related DocumentsIndenture and the Depository Agreements. The Administrator shall prepare for execution by the Issuer, Issuer or the Owner Trustee or shall cause the preparation by other appropriate persons of, of all such documents, reports, notices, filings, instruments, certificates certificates, notices and opinions that as it shall be the duty of the Issuer or the Owner Trustee Trustee, as applicable, to prepare, file or deliver pursuant to the Related DocumentsIndenture and the Depository Agreements. In furtherance of the foregoing, the Administrator shall take (or, in the case of the immediately preceding sentence, cause to be taken) all appropriate action that it is the duty of the Issuer or the Owner Trustee is required to take pursuant to the Indenture including, without limitation, including such of the foregoing as are required with respect to the following matters under the Indenture (references are to Sections sections of the Indenture):

Duties of the Administrator. (a) Duties with Respect to the Indenture. (i) The Administrator agrees to perform all its duties as Administrator and the duties (other than payment obligations) of the Issuer and the Owner Trustee (other than as required under Article Thirteen of the Trust Agreement) under the Related DocumentsAdministrator. In addition, the Administrator shall consult with the Owner Trustee regarding the duties of the Issuer or the Owner Trustee under the Related DocumentsIndenture. The Administrator shall monitor the performance of the Issuer and shall notify advise the Owner Trustee when action is necessary to comply with the respective duties (other than payment obligations) of the Issuer and Issuer's or the Owner Trustee Trustee's duties under the Related DocumentsIndenture. The Administrator shall prepare for execution by the Issuer, or shall cause the preparation by other appropriate persons of, all such documents, reports, notices, filings, instruments, certificates and opinions that it shall be the duty of the Issuer or the Owner Trustee to prepare, file or deliver pursuant to the Related DocumentsIndenture. In furtherance of the foregoing, the Administrator shall take (or, in the case of the immediately preceding sentence, cause to be taken) all appropriate action that is the duty of the Issuer or the Owner Trustee is required to take pursuant to the Indenture including, without limitation, such of the foregoing as are required with respect to the following matters under the Indenture (references are to Sections sections of the Indenture):

Duties of the Administrator. (a) The Duties with Respect to the Note Depository Agreement, the Indenture and the Indenture Supplement. (i)The Administrator agrees to perform all its duties as Administrator and the duties (other than payment obligations) of the Issuer and the Owner Trustee (other than as required under Article Thirteen of the Trust Agreement) under the Related DocumentsNote Depository Agreement. In addition, the Administrator shall consult with the Owner Trustee regarding the duties of the Issuer or the Owner Trustee under the Related DocumentsAgreements. The Administrator shall monitor the performance of the Issuer and shall notify advise the Owner Trustee when action is necessary to comply with the respective Issuer's or the Owner Trustee's duties (other than payment obligations) under any of the Issuer and the Owner Trustee under the Related DocumentsAgreements. The Administrator shall prepare for execution by the Issuer, or shall cause the preparation by other appropriate persons of, all such documents, reports, notices, filings, instruments, certificates and opinions that it shall be the duty of the Issuer or the Owner Trustee to prepare, file or deliver pursuant to any of the Related DocumentsAgreements. In furtherance of the foregoing, the Administrator shall take (or, in the case of the immediately preceding sentence, cause to be taken) all appropriate action that is the duty of the Issuer or the Owner Trustee is required to take pursuant to the Indenture including, without limitation, such of the foregoing as are required with respect to the following matters under the Indenture (references are to Sections of the Indenture):or an Indenture Supplement:

Duties of the Administrator. (a) Duties with Respect to the Note Depository Agreement and the Indenture. ---------------------------------------------------------------------- (i) The Administrator agrees to perform all its duties as Administrator and the duties (other than payment obligations) of the Issuer and the Owner Trustee (other than as required under Article Thirteen of the Trust Agreement) under the Related DocumentsNote Depository Agreement. In addition, the Administrator shall consult with the Owner Trustee regarding the duties of the Issuer or the Owner Trustee under the Related DocumentsIndenture and the Note Depository Agreement. The Administrator shall monitor the performance of the Issuer and shall notify advise the Owner Trustee when action is necessary to comply with the respective Issuer's or the Owner Trustee's duties (other than payment obligations) of under the Issuer Indenture and the Owner Trustee under the Related DocumentsNote Depository Agreement. The Administrator shall prepare for execution by the Issuer, or shall cause the preparation by other appropriate persons of, all such documents, reports, notices, filings, instruments, certificates and opinions that it shall be the duty of the Issuer or the Owner Trustee to prepare, file or deliver pursuant to the Related DocumentsIndenture and the Note Depository Agreement. In furtherance of the foregoing, the Administrator shall take (or, in the case of the immediately preceding sentence, cause to be taken) all appropriate action that is the duty of the Issuer or the Owner Trustee is required to take pursuant to the Indenture including, without limitation, such of the foregoing as are required with respect to the following matters under the Indenture (references are to Sections sections of the Indenture):

Duties of the Administrator. (a) Duties with Respect to the Indenture and the Depository Agreement. The Administrator agrees to perform all its duties as Administrator and the duties (other than payment obligations) of the Issuer and the Owner Trustee (other than as required under Article Thirteen of the Trust Agreement) under the Related DocumentsIndenture and the Depository Agreement. In addition, the Administrator shall consult with the Owner Trustee regarding the duties of the Issuer or and the Owner Trustee under the Related DocumentsIndenture and the Depository Agreement. The Administrator shall monitor the performance of the Issuer and shall notify advise the Owner Trustee when action is necessary to comply with the respective Issuer's or the Owner Trustee's duties (other than payment obligations) of under the Issuer Indenture and the Owner Trustee under the Related DocumentsDepository Agreement. The Administrator shall prepare for execution by the Issuer, Issuer or the Owner Trustee or shall cause the preparation by other appropriate persons of, of all such documents, reports, notices, filings, instruments, certificates certificates, notices and opinions that as it shall be the duty of the Issuer or the Owner Trustee to prepare, file or deliver pursuant to the Related DocumentsIndenture and the Depository Agreement. In furtherance of the foregoing, the Administrator shall take (or, in the case of the immediately preceding sentence, cause to be taken) all appropriate action that it is the duty of the Administrator, Issuer or the Owner Trustee is required to take pursuant to the Indenture includingand the Depository Agreement, including without limitation, limitation such of the foregoing actions as are required with respect to the following matters under the Indenture (parenthetical section references are to Sections sections of the Indenture):

Duties of the Administrator. (a) Duties with Respect to the --------------------------- Depository Agreements and the Indenture. (i) The Administrator agrees to perform all its duties as Administrator and the duties (other than payment obligations) of the Issuer and the Owner Trustee (other than as required under Article Thirteen of the Trust Agreement) under the Related DocumentsDepository Agreements. In addition, the Administrator shall consult with the Owner Trustee regarding the duties of the Issuer or the Owner Trustee under the Related DocumentsIndenture and the Depository Agreements. The Administrator shall monitor the performance of the Issuer and shall notify advise the Owner Trustee when action is necessary to comply with the respective Issuer's or the Owner Trustee's duties (other than payment obligations) of under the Issuer Indenture and the Owner Trustee under the Related DocumentsDepository Agreements. The Administrator shall prepare for execution by the Issuer, or shall cause the preparation by other appropriate persons of, all such documents, reports, notices, filings, instruments, certificates and opinions that it shall be the duty of the Issuer or the Owner Trustee to prepare, file or deliver pursuant to the Related DocumentsIndenture and the Depository Agreements. In furtherance of the foregoing, the Administrator shall take (or, in the case of the immediately preceding sentence, cause to be taken) all appropriate action that is the duty of the Issuer or the Owner Trustee is required to take pursuant to the Indenture including, without limitation, such of the foregoing as are required with respect to the following matters under the Indenture (references are to Sections sections of the Indenture):

Duties of the Administrator. (a) Duties with Respect to the Basic Documents. The Administrator agrees shall perform, or cause to perform be performed, all of its duties as Administrator under this Agreement and all of the duties (other than payment obligations) of the Issuer and the Owner Trustee (other than as required under Article Thirteen of the Trust Agreement) under the Related DocumentsBasic Documents (except duties involving the payment of money or any duty to indemnify or hold harmless any person), including without limitation the actions set forth herein. In addition, the Administrator shall consult with the Owner Trustee and the Eligible Lender Trustee as the Administrator deems appropriate regarding the duties of the Issuer or the Owner Trustee under the Related Basic Documents. The Administrator shall monitor the performance of the Issuer and shall notify advise the Owner Trustee and the Eligible Lender Trustee when action is necessary to comply with the respective Issuer's duties (other than payment obligations) of the Issuer and the Owner Trustee under the Related Basic Documents. The Administrator shall prepare for execution by the Issuer, Issuer or shall cause the preparation by other appropriate persons of, Persons of all such documents, reports, notices, filings, instruments, certificates and opinions that as it shall be the duty of the Issuer or the Owner Trustee to prepare, file or deliver pursuant to the Related Basic Documents. In furtherance of the foregoing, the Administrator shall take (or, in all action that is the case duty of the immediately preceding sentence, cause to be taken) all appropriate action that the Issuer or the Owner Trustee is required to take pursuant to the Indenture includingor any Supplemental Indenture, without limitation, such of the foregoing as are required with respect to including the following matters under the Indenture (references are below in this subsection (a) being to Sections sections of the Indenture):

Duties of the Administrator. (a) DUTIES WITH RESPECT TO THE TRUST RELATED AGREEMENTS. The Administrator is authorized and directed to execute and deliver on behalf of the Issuer the Basic Documents to which the Issuer is a party and each certificate or other document attached as an exhibit to or contemplated by such Basic Documents, to the extent not otherwise executed and delivered by the Issuer. The Administrator agrees to perform all its duties as Administrator and Administrator, the duties (other than payment obligations) of the Issuer and the Owner Trustee (other than as required under Article Thirteen of the Trust Agreement) Related Agreements and to act as Calculation Agent under the Related DocumentsDerivative Products. In addition, the Administrator shall consult with the Owner Delaware Trustee regarding the duties of the Issuer or and the Owner Delaware Trustee under the Trust Related DocumentsAgreements. The Administrator shall monitor the performance of the Issuer and shall notify advise the Owner Indenture Trustee and the Delaware Trustee when action is necessary to comply with the respective Issuer's duties (other than payment obligations) of the Issuer and the Owner Trustee under the Trust Related DocumentsAgreements. The Administrator shall prepare for execution by the Issuer, or shall cause the preparation by other appropriate persons or entities of, all such documents, reports, notices, filings, instruments, certificates and opinions that it shall be the duty of the Issuer or the Owner Trustee to prepare, file or deliver pursuant to the Trust Related DocumentsAgreements. In furtherance of the foregoing, the Administrator shall take (or, in the case of the immediately preceding sentence, cause to be taken) all appropriate action that is the duty of the Issuer or the Owner Trustee is required to take pursuant to the Indenture including, without limitation, such of the foregoing as are required with respect to the following matters Trust Related Agreements or under the Indenture (references are to Sections of the Indenture):Higher Education Act.

Duties of the Administrator. (a) DUTIES WITH RESPECT TO THE TRUST RELATED AGREEMENTS. The Administrator is authorized and directed to execute and deliver on behalf of the Issuer the Basic Documents to which the Issuer is a party and each certificate or other document attached as an exhibit to or contemplated by such Basic Documents, to the extent not otherwise executed and delivered by the Issuer. The Administrator agrees to perform all its duties as Administrator and Administrator, the duties (other than payment obligations) of the Issuer and the Owner Trustee (other than as required under Article Thirteen of the Trust Agreement) Related Agreements and to act as calculation agent under the Related DocumentsDerivative Products. In addition, the Administrator shall consult with the Owner Delaware Trustee regarding the duties of the Issuer or and the Owner Delaware Trustee under the Trust Related DocumentsAgreements. The Administrator shall monitor the performance of the Issuer and shall notify advise the Owner Indenture Trustee and the Delaware Trustee when action is necessary to comply with the respective Issuer’s duties (other than payment obligations) of the Issuer and the Owner Trustee under the Trust Related DocumentsAgreements. The Administrator shall prepare for execution by the Issuer, or shall cause the preparation by other appropriate persons or entities of, all such documents, reports, notices, filings, instruments, certificates and opinions that it shall be the duty of the Issuer or the Owner Trustee to prepare, file or deliver pursuant to the Trust Related DocumentsAgreements. In furtherance of the foregoing, the Administrator shall take (or, in the case of the immediately preceding sentence, cause to be taken) all appropriate action that is the duty of the Issuer or the Owner Trustee is required to take pursuant to the Indenture including, without limitation, such of the foregoing as are required with respect to the following matters Trust Related Agreements or under the Indenture (references are to Sections of the Indenture):Higher Education Act.

Duties of the Administrator. (a) The Administrator agrees to perform all its duties as Administrator and the duties (other than payment obligations) of the Issuer and the Owner Trustee (other than as required under Article Thirteen of the Trust Agreement) under the Related Documents. In addition, the Administrator shall consult with the Owner Trustee regarding the duties of the Issuer or the Owner Trustee under the Related Documents. The Administrator shall monitor the performance of the Issuer and shall notify the Owner Trustee in writing when action is necessary to comply with the respective duties (other than payment obligations) of the Issuer and the Owner Trustee under the Related Documents. The Administrator shall prepare for execution by the Issuer, or shall cause the preparation by other appropriate persons of, all such documents, reports, notices, filings, instruments, certificates and opinions that it shall be the duty of the Issuer or the Owner Trustee to prepare, file or deliver pursuant to the Related Documents. In furtherance of the foregoing, the Administrator shall take (or, in the case of the immediately preceding sentence, cause to be taken) all appropriate action that the Issuer or the Owner Trustee is required to take pursuant to the Indenture including, without limitation, such of the foregoing as are required with respect to the following matters under the Indenture (references are to Sections of the Indenture):