Common use of Organization and Good Standing Clause in Contracts

Organization and Good Standing. The Depositor is a limited liability company validly existing and in good standing under the laws of the State of Delaware and has full power, authority and legal right to own its properties and conduct its business as such properties are presently owned and such business is presently conducted, and to execute, deliver and perform its obligations under this Trust Agreement.

Organization and Good Standing. The Depositor is a validly existing limited liability company validly existing and in good standing under the laws of the State of Delaware and has full power, power and authority and legal right to own its properties and conduct its business as such properties are presently owned and such business is presently or conducted, and to execute, deliver and perform its obligations under this Trust AgreementAgreement and each other Transaction Document to which it is a party.

Organization and Good Standing. The Depositor is a limited liability company corporation duly organized and validly existing and in good standing under the laws of the State of Delaware Delaware, with full power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently owned and such business is presently conducted, or conducted and to execute, deliver deliver, and perform this Agreement and any other document related to this Agreement to which it is a party and to perform its obligations under this Trust Agreementas contemplated by them.

Organization and Good Standing. The Depositor is duly organized and validly existing as a limited liability company validly existing and in good standing under the laws of the State of Delaware Delaware, with the power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently currently conducted, and to execute, deliver and perform its obligations under this Trust Agreement.

Organization and Good Standing. The Depositor is duly organized and validly existing as a Delaware limited liability company validly existing with power and in good standing under the laws of the State of Delaware and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, conducted and is proposed to execute, deliver be conducted pursuant to this Agreement and perform its obligations under this Trust Agreementthe Basic Documents.

Organization and Good Standing. The Depositor is duly organized and validly existing as a limited liability company validly existing and in good standing under the laws of the State of Delaware Delaware, with the power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, and to execute, deliver and perform its obligations under this Trust Agreement.

Organization and Good Standing. The Depositor is duly formed and validly existing as a limited liability company validly existing and in good standing under the laws of the State of Delaware, with the power and authority under its amended and restated limited liability company agreement and under the Delaware and has full power, authority and legal right Limited Liability Company Act to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, and to execute, deliver and perform its obligations under this Trust Agreement.

Organization and Good Standing. The Depositor is a limited liability company duly formed, validly existing existing, and in good standing under the laws of the State of Delaware Delaware, and has full power, the power and the authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, and had at all relevant times, and shall have, the power, the authority and the legal right to executeacquire, deliver own and perform its obligations under this Trust Agreementsell the Assets.

Organization and Good Standing. The Depositor is a limited liability company duly formed, validly existing existing, and in good standing under the laws of the State of Delaware Delaware, and has full power, the power and the authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, and to execute, deliver and perform its obligations under this Trust Agreement.

Organization and Good Standing. The Depositor is a limited liability company corporation duly organized, validly existing and in good standing under the laws of the State of Delaware Delaware, with corporate power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, and had at all relevant times, and has, corporate power, authority and legal right to execute, deliver acquire and perform its obligations under this Trust Agreementown the Receivables.

Organization and Good Standing. The Depositor is a limited liability company duly formed, validly existing existing, and in good standing under the laws of the State of Delaware Delaware, and has full power, the power and the authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, and had at all relevant times, and shall have, the power, the authority, and the legal right to executeacquire, deliver own, and perform its obligations under this Trust Agreementsell the Assets.

Organization and Good Standing. The Depositor is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware and has full power, authority and legal right the requisite power to own its properties and conduct its business as such properties are presently owned and such business is presently conducted, assets and to executetransact the business in which it is currently engaged. The Depositor is duly qualified to do business and is in good standing in each jurisdiction in which the character of the business transacted by it or properties owned or leased by it requires such qualification and in which the failure so to qualify would have a material adverse effect on the business, deliver and perform its obligations under this Trust Agreementproperties, assets, or condition (financial or other) of the Depositor or the Trust.

Organization and Good Standing. The Depositor is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware Delaware, with all requisite power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently currently conducted, and to execute, deliver and perform its obligations under this Trust Agreement.

Organization and Good Standing. The Depositor is a limited liability company duly formed, validly existing and in good standing under the laws of the State of Delaware Delaware, with all requisite power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, and had at all relevant times, and has, power, authority, and legal right to execute, deliver acquire and perform its obligations under this Trust Agreementown the Receivables.

Organization and Good Standing. The Depositor is a validly existing limited liability company validly existing and in good standing under the laws of the State of Delaware and has full power, power and authority and legal right to own its properties and conduct its business as such properties are presently owned and such business is presently or conducted, and to execute, deliver and perform its obligations under this Trust Agreement.

Organization and Good Standing. The Depositor is a validly existing limited liability company validly existing and in good standing under the laws of the State of Delaware and has full power, power and authority and legal right to own its properties and conduct its business as such properties are presently owned and such business is presently or conducted, and to execute, deliver and perform its obligations under this Trust AgreementAgreement and each other Transaction Document and other Series Related Document to which it is a party.

Organization and Good Standing. The Depositor is a limited liability company duly formed, validly existing and in good standing under the laws of the State of Delaware Delaware, with all corporate power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, and had at all relevant times, and has, power, authority, and legal right to execute, deliver acquire and perform its obligations under this Trust Agreementown the Receivables.

Organization and Good Standing. The Depositor has been duly organized and is validly existing as a limited liability company validly existing and in good standing under the laws of the State of Delaware Delaware, with power and has full authority to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to acquire, own its properties and conduct its business as such properties are presently owned sell the Receivables and such business is presently conducted, and the Other Conveyed Property to execute, deliver and perform its obligations under this Trust Agreementbe transferred to the Issuer.

Organization and Good Standing. The Depositor is a limited liability company duly organized and validly existing and in good standing under the laws of the State of Delaware with power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, and had at all relevant times, and now has and so long as any Notes are outstanding, will continue to executehave, deliver power, authority and perform its obligations under this Trust Agreementlegal right to acquire, own, hold, transfer, assign and convey the Receivables.

Organization and Good Standing. The Depositor has been duly organized and is validly existing as a limited liability company validly existing and in good standing under the laws of the State of Delaware Delaware, with power and has full authority to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, limited liability company power, authority and legal right to acquire, own its properties and conduct its business as such properties are presently owned sell the Receivables and such business is presently conducted, and the Other Conveyed Property transferred to execute, deliver and perform its obligations under this Trust Agreementthe Trust.

Organization and Good Standing. The Depositor is duly organized and validly existing as a limited liability company validly existing and in good standing under the laws of the State of Delaware Delaware, with the power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, and had at all relevant times, and has, the power, authority and legal right to execute, deliver acquire and perform its obligations under this Trust Agreementown the Financed Student Loans.

Organization and Good Standing. The Depositor is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware and has full power, authority and legal right the requisite power to own its properties and conduct its business as such properties are presently owned and such business is presently conducted, assets and to executetransact the business in which it is currently engaged. The Depositor is duly qualified to do business and is in good standing in each jurisdiction in which the character of the business transacted by it, deliver or properties owned or leased by it, requires such qualification and perform its obligations under this Trust Agreementin which the failure so to qualify would have a material adverse effect on the business, properties, assets, or condition (financial or otherwise) of the Depositor or the Trust.

Organization and Good Standing. The Depositor is a limited liability company corporation duly organized and validly existing and in good standing under the laws of the State of Delaware Delaware, with full power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently owned and such business is presently conducted, or conducted and to execute, deliver deliver, and perform the Agreements and any other document related to the Agreements to which it is a party and to perform its obligations under this Trust Agreementas contemplated by them.

Organization and Good Standing. The Depositor is duly organized and validly existing as a limited liability company validly existing and in good standing under the laws of the State of Delaware Delaware, with the power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, and had at all relevant times, and has, the power, authority and legal right to execute, deliver acquire and perform its obligations under this Trust Agreementown the Additional Student Loans.

Organization and Good Standing. The Depositor is a limited liability company validly existing and in good standing under the laws of the State of Delaware and has full corporate power, authority and legal right to own its properties and conduct its business as such properties are presently owned and such business is presently conducted, and to execute, deliver and perform its obligations under this Trust Agreement.

Organization and Good Standing. The Depositor is duly organized and validly existing as a Delaware limited liability company validly existing with power and in good standing under the laws of the State of Delaware and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, and had at all relevant times, and has, the power, authority and legal right to execute, deliver acquire and perform its obligations under this Trust Agreementown the Receivables.

Organization and Good Standing. The Depositor is a limited liability company organized and validly existing and in good standing under the laws of the State of Delaware Delaware, with power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, and had at all relevant times, and now has and so long as any Notes are outstanding, will continue to executehave, deliver power, authority and perform its obligations under this Trust Agreementlegal right to acquire, own, hold, transfer, assign and convey the Receivables.

Organization and Good Standing. The Depositor is a limited liability company duly organized and validly existing and in good standing under the laws of the State of Delaware Delaware, with power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, and had at all relevant times, and now has and so long as any Notes are outstanding, will continue to executehave, deliver power, authority and perform its obligations under this Trust Agreementlegal right to acquire, own, hold, transfer, assign and convey the Receivables.

Organization and Good Standing. The Depositor is a limited liability company corporation duly organized and validly existing and in good standing solely under the laws of the State of Delaware and has has, in all material respects, full power, power and authority and legal right to own its properties and conduct its business as such properties are presently owned and such business is presently conducted, conducted and to execute, deliver deliver, and perform its obligations under this Trust AgreementAgreement and the Conveyance Papers.

Organization and Good Standing. The Depositor is a limited liability company duly formed, validly existing and in good standing under the laws of the State of Delaware Delaware, and has full power, power and authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to executeacquire, deliver own and perform its obligations under this Trust Agreementpledge the Conveyed Assets.

Organization and Good Standing. The Depositor is duly organized and validly existing as a limited liability company validly existing and in good standing under the laws of the State of Delaware Delaware, with the corporate power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, and to execute, deliver and perform its obligations under this Trust Agreement.

Organization and Good Standing. The Depositor is duly organized and validly existing as a limited liability company validly existing and in good standing under the laws of the State of Delaware Delaware, with the corporate power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently currently conducted, and to execute, deliver and perform its obligations under this Trust Agreement.

Organization and Good Standing. The Depositor has been duly organized and is validly existing as a limited liability company validly existing and in good standing under the laws of the State of Delaware Delaware, with the power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, including the power, authority and legal right to execute, deliver acquire and perform its obligations under this Trust sell the Receivables. (2019-B Receivables Purchase Agreement.)

Organization and Good Standing. The Depositor has been duly organized and is validly existing as a limited liability company validly existing and in good standing under the laws of the State of Delaware Delaware, with the power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, including the power, authority and legal right to execute, deliver acquire and perform its obligations under this Trust sell the Receivables. (2021-B Receivables Purchase Agreement.)

Organization and Good Standing. The Depositor has been duly organized and is validly existing as a limited liability company validly existing and in good standing under the laws of the State of Delaware Delaware, with power and has full authority to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to acquire, own its properties and conduct its business as such properties are presently owned sell the Receivables and such business is presently conducted, and the Other Conveyed Property to execute, deliver and perform its obligations under this Trust Agreementbe transferred to the Issuer.

Organization and Good Standing. The Depositor is a limited liability company corporation duly organized, validly existing and in good standing under the laws of the State of Delaware Delaware, with all requisite power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently currently conducted, and to execute, deliver and perform its obligations under this Trust Agreement.

Organization and Good Standing. The Depositor has been duly organized and is validly existing as a limited liability company validly existing and in good standing under the laws of the State of Delaware Delaware, with power and has full authority to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to acquire, own its properties and conduct its business as such properties are presently owned sell the Receivables and such business is presently conducted, and the Other Conveyed Property transferred to execute, deliver and perform its obligations under this Trust Agreementthe Trust.

Organization and Good Standing. The Depositor is duly organized and validly existing as a limited liability company validly existing and in good standing under the laws of the State of Delaware with power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, and to execute, deliver and perform its obligations under this Trust Agreement.

Organization and Good Standing. The Depositor has been duly organized and is validly existing as a limited liability company validly existing and in good standing under the laws of the State of Delaware Delaware, with power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently owned and such business is presently conducted, and had at all relevant times, and now has, power, authority and legal right to execute, deliver acquire and perform its obligations under this Trust Agreementown the Eligible Receivables in the Accounts in the Pool of Accounts and the Collateral Security related thereto.

Organization and Good Standing. The Depositor has been duly organized and is validly existing as a limited liability company validly existing and in good standing under the laws of the State of Delaware Delaware, with power and has full authority to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to acquire, own its properties and conduct its business as such properties are presently owned sell the Receivables and such business is presently conducted, and the Other Purchased Property to execute, deliver and perform its obligations under this Trust Agreementbe transferred to the Issuer.

Organization and Good Standing. The Depositor is a limited liability company corporation ------------------------------ duly organized and validly existing and in good standing under the laws law of the State of Delaware and has has, in all material respects, full corporate power, authority and legal right to own its properties and conduct its business as such properties are presently owned and such business is presently conducted, and to execute, deliver and perform its obligations under this Trust Agreement.Assignment;

Organization and Good Standing. The Depositor is a limited liability company corporation ------------------------------ duly organized and validly existing and in good standing under the laws law of the State of Delaware and has has, in all material respects, full corporate power, authority and legal right to own its properties and conduct its business as such properties are presently owned and such business is presently conducted, and to execute, deliver and perform its obligations under this Trust Agreement.

Organization and Good Standing. The Such Depositor is a limited liability company corporation duly organized and validly existing and in good standing under the laws of the State state of Delaware Delaware, with full power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently owned and such business is presently conducted, or conducted and to execute, deliver deliver, and perform this Agreement and any other Transaction Document to which it is a party and to perform its obligations under this Trust Agreementas contemplated by them.

Organization and Good Standing. The Depositor is a limited liability company corporation duly organized and validly existing and in good standing under the laws law of the State of Delaware and has has, in all material respects, full corporate power, authority and legal right to own its properties and conduct its business as such properties are presently owned and such business is presently conducted, and to execute, deliver and perform its obligations under this Trust Agreement.

Organization and Good Standing. The Depositor is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware Delaware, with all requisite power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, and had at all relevant times, and has, power, authority, and legal right to execute, deliver acquire and perform its obligations under this Trust Agreementown the Receivables.

Organization and Good Standing. The Depositor has been duly organized and is validly existing as a limited liability company validly existing and in good standing under the laws of the State of Delaware Delaware, with power and has full authority to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to acquire, own its properties and conduct its business as such properties are presently owned sell the Receivables and such business is presently conducted, and the other property transferred to execute, deliver and perform its obligations under this Trust Agreementthe Trust.

Organization and Good Standing. The Depositor is a limited liability company corporation duly organized and validly existing and in good standing under the laws law of the State of Delaware and has has, in all material respects, full corporate power, authority and legal right to own its properties and conduct its business as such properties are presently owned and such business is presently conducted, and to execute, deliver and perform its obligations under this Trust Agreement.Assignment;

Organization and Good Standing. The Depositor is duly organized and validly existing as a Delaware limited liability company validly existing with power and in good standing under the laws of the State of Delaware and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, conducted and is proposed to execute, deliver be conducted pursuant to this Agreement and perform its obligations under this Trust Agreementthe other Basic Documents to which it is a party.

Organization and Good Standing. The Depositor is a limited liability company statutory trust duly formed, validly existing existing, and in good standing under the laws of the State of Delaware Delaware, and has full power, the power and the authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to executeacquire, deliver own and perform its obligations under this Trust sell the Assets. SUBI Certificate Transfer Agreement.

Organization and Good Standing. The Depositor has been duly organized and is validly existing as a Delaware limited liability company validly existing and in good standing under the laws of the State of Delaware Delaware, with the power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently owned and such business is presently conductedconducted and had at all relevant times, and has, full power, authority and legal right to executeacquire, deliver own and perform its obligations under this sell the Receivables and the other properties and rights included in the Owner Trust AgreementEstate assigned to Owner Trustee pursuant to Article II.

Organization and Good Standing. The Depositor is a limited liability company duly organized and validly existing and in good standing under the laws of the State of Delaware with power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, and had at all relevant times, and now has and so long as any Notes are outstanding, will continue to executehave, deliver power, authority and perform its obligations under this Trust Agreementlegal right to acquire, own, hold, transfer, assign and convey the Receivables.

Organization and Good Standing. The Depositor is duly organized and validly existing as a limited liability company validly existing and in good standing under the laws of the State of Delaware Delaware, with all the requisite power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently conducted, and to execute, deliver and perform its obligations under this Trust Agreement.

Organization and Good Standing. The Depositor is duly organized and validly existing as a limited liability company validly existing and in good standing under the laws of the State of Delaware Delaware, with all requisite power and has full power, authority and legal right to own its properties and to conduct its business as such properties are presently currently owned and such business is presently currently conducted, and to execute, deliver and perform its obligations under this Trust Agreement.