Collegiate Funding of Delaware Llc Sample Contracts

Collegiate Funding of Delaware Llc – MASTER SERVICING AGREEMENT among JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Master Servicer, JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Administrator, CHASE EDUCATION LOAN TRUST 200[_]-[_], as Issuer, not in its individual capacity but solely as Eligible Lender Trustee and not in its individual capacity but solely as Indenture Trustee Dated as of [_________], 200[_] CHASE EDUCATION LOAN TRUST 200[_]-[_] (January 12th, 2007)

JPMorgan Chase Bank, National Association, a national banking association, not in its individual capacity but solely in its capacity as the master servicer (in such capacity, the “Master Servicer”), hereby agrees with (i) JPMorgan Chase Bank, National Association, not in its individual capacity but solely in its capacity as the administrator (in such capacity, the “Administrator”), (ii) Chase Education Loan Trust 200[_]-[_] (the “Issuer”), (iii) [_______], not in its individual capacity but solely in its capacity as the eligible lender trustee (the “Eligible Lender Trustee”), and (iv) [_______], not in its individual capacity but solely in its capacity as the indenture trustee (the “Indenture Trustee”), as follows:

Collegiate Funding of Delaware Llc – AMENDED AND RESTATED TRUST AGREEMENT between COLLEGIATE FUNDING OF DELAWARE, L.L.C., as Depositor and not in its individual capacity but solely as Owner Trustee CHASE EDUCATION LOAN TRUST 200[_]-[_] Dated as of [_______], 200[_] (January 12th, 2007)

AMENDED AND RESTATED TRUST AGREEMENT (the “Agreement”) dated as of [_____], 200[_], between COLLEGIATE FUNDING OF DELAWARE, L.L.C., a Delaware limited liability company, as the Depositor, and [_______], a [________], not in its individual capacity but solely as the Owner Trustee.

Collegiate Funding of Delaware Llc – PURCHASE AGREEMENT (JPMORGAN CHASE BANK, NATIONAL ASSOCIATION) among JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as the Seller COLLEGIATE FUNDING OF DELAWARE, L.L.C., as the Purchaser, and not in its individual capacity but solely as the Interim Eligible Lender Trustee Dated as of [_______], 200[_] CHASE EDUCATION LOAN TRUST 200[_]-[_] (January 12th, 2007)

This Purchase Agreement (this “Purchase Agreement”) dated as of [_____], 200[_] among JPMorgan Chase Bank, National Association (the “Seller”), Collegiate Funding of Delaware, L.L.C. (the “Purchaser”) and [_________], not in its individual capacity but solely as interim eligible lender trustee (the “Interim Eligible Lender Trustee”) for the benefit of and on behalf of the Purchaser under the Interim Eligible Lender Trustee Agreement dated as of [_____], 200[_] between the Purchaser and the Interim Eligible Lender Trustee, shall be effective upon execution by the parties hereto. References to the Purchaser herein mean the Interim Eligible Lender Trustee for all purposes involving the holding or transferring of legal title to the Loans.

Collegiate Funding of Delaware Llc – ADMINISTRATION AGREEMENT among COLLEGIATE FUNDING OF DELAWARE, L.L.C., as Depositor JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Master Servicer CHASE EDUCATION LOAN TRUST 200[_]-[_], as Issuer as Owner Trustee as Eligible Lender Trustee JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Administrator and as Indenture Trustee Dated as of [______], 200[_] CHASE EDUCATION LOAN TRUST 200[_]-[_] (January 12th, 2007)

ADMINISTRATION AGREEMENT (this “Agreement”), dated as of [______], 200[_], among Collegiate Funding of Delaware, L.L.C. (the “Depositor”), JPMorgan Chase Bank, National Association, not in its individual capacity but solely in its capacity as master servicer (in such capacity, the “Master Servicer”), Chase Education Loan Trust 200[_]-[_] (the “Issuer”), [_________], not in its individual capacity but solely in its capacity as owner trustee (in such capacity, the “Owner Trustee”), [_________], not in its individual capacity but solely in its capacity as eligible lender trustee (in such capacity, the “Eligible Lender Trustee”), JPMorgan Chase Bank, National Association, not in its individual capacity but solely in its capacity as administrator (the “Administrator”), and [___________], not in its individual capacity but solely in its capacity as indenture trustee (in such capacity, the “Indenture Trustee”).

Collegiate Funding of Delaware Llc – INDENTURE among CHASE EDUCATION LOAN TRUST 200[_]-[_], as the Issuer, not in its individual capacity but solely as the Eligible Lender Trustee and not in its individual capacity but solely as the Indenture Trustee Dated as of [_______], 200[_] CHASE EDUCATION LOAN TRUST 200[_]-[_] (January 12th, 2007)

INDENTURE, dated as of [_______], 200[_], among Chase Education Loan Trust 200[_]-[_], a Delaware statutory trust (the “Issuer”), [_________], a [national banking association], not in its individual capacity but solely as eligible lender trustee (in such capacity, the “Eligible Lender Trustee”), and [_________] a [national banking association], not in its individual capacity but solely as indenture trustee (in such capacity, the “Indenture Trustee”).

Collegiate Funding of Delaware Llc – INTERIM ELIGIBLE LENDER TRUSTEE AGREEMENT between COLLEGIATE FUNDING OF DELAWARE, L.L.C., as the Depositor and (January 12th, 2007)

INTERIM ELIGIBLE LENDER TRUSTEE AGREEMENT (this “Agreement”), dated as of [_______], 200[_], between Collegiate Funding of Delaware, L.L.C., as depositor (the “Depositor”), and [__________], a [_______], not in its individual capacity, but solely as interim eligible lender trustee (the “Interim Eligible Lender Trustee”).

Collegiate Funding of Delaware Llc – ELIGIBLE LENDER TRUSTEE AGREEMENT between CHASE EDUCATION LOAN TRUST 200[_]-[_], as the Issuer and not in its individual capacity but solely as the Eligible Lender Trustee Dated as of [________], 200[_] CHASE EDUCATION LOAN TRUST 200[_]-[_] (January 12th, 2007)

ELIGIBLE LENDER TRUSTEE AGREEMENT (this “Agreement”), dated as of [________], 200[_], between Chase Education Loan Trust 200[_]-[_], a Delaware statutory trust (the “Issuer”), and [___________], a [_________], not in its individual capacity, but solely as eligible lender trustee (the “Eligible Lender Trustee”).

Collegiate Funding of Delaware Llc – TRANSFER AGREEMENT among COLLEGIATE FUNDING OF DELAWARE, L.L.C., as the Transferor CHASE EDUCATION LOAN TRUST 200[_]-[_], as the Transferee, not in its individual capacity but solely as the Interim Eligible Lender Trustee and not in its individual capacity but solely as the Eligible Lender Trustee Dated as of [_______], 200[_] CHASE EDUCATION LOAN TRUST 200[_]-[_] (January 12th, 2007)

This Transfer Agreement (this “Transfer Agreement”) dated as of [_____], 200[_] among Collegiate Funding of Delaware, L.L.C. (in such capacity, the “Transferor”), Chase Education Loan Trust 200[_]-[_] (the “Transferee”), [_______], not in its individual capacity but solely as interim eligible lender trustee (the “Interim Eligible Lender Trustee”) for the benefit of and on behalf of the Transferor, and [_____], not in its individual capacity but solely as eligible lender trustee for the benefit of and on behalf of Chase Education Loan Trust 200[_]-[_] (the “Eligible Lender Trustee”), shall be effective upon execution by the parties hereto. References to the Transferor herein mean the Interim Eligible Lender Trustee and references to the Transferee mean the Eligible Lender Trustee for all purposes involving the holding or transferring of legal title to the Loans.

Collegiate Funding of Delaware Llc – FORM T-1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) |__| (July 26th, 2005)

New York (State of incorporation if not a U.S. national bank) One Wall Street, New York, N.Y. (Address of principal executive offices) 13-5160382 (I.R.S. employer identification no.) 10286 (Zip code)

Collegiate Funding of Delaware Llc – AMENDED AND RESTATED TRUST AGREEMENT between COLLEGIATE FUNDING OF DELAWARE, L.L.C. as Depositor and WILMINGTON TRUST COMPANY, as Delaware Trustee COLLEGIATE FUNDING SERVICES EDUCATION LOAN TRUST 2005-B Dated as of July 1, 2005 (July 26th, 2005)

THIS AMENDED AND RESTATED TRUST AGREEMENT, dated as of July 1, 2005 (the "Agreement"), between Wilmington Trust Company, a Delaware trust company, acting hereunder not in its individual capacity but solely as Delaware trustee (the "Delaware Trustee") and any successor trustee appointed as provided in this Agreement and Collegiate Funding of Delaware, L.L.C., a Delaware limited liability company (the "Depositor") amends and restates in its entirety that certain Trust Agreement, dated as of June 23, 2005 (the "Original Trust Agreement"), between the Delaware Trustee and the Depositor.

Collegiate Funding of Delaware Llc – MASTER SERVICING AGREEMENT (July 26th, 2005)

This MASTER SERVICING AGREEMENT (the "Master Servicing Agreement") is entered into as of July 1, 2005 by and between Collegiate Funding Master Servicing, L.L.C., having its principal office in Fredericksburg, Virginia (the "Servicer") and Collegiate Funding Services Education Loan Trust 2005-B, a Delaware statutory trust, having its principal office in Wilmington, Delaware (the "Issuer").

Collegiate Funding of Delaware Llc – ADMINISTRATION AGREEMENT among COLLEGIATE FUNDING SERVICES EDUCATION LOAN TRUST 2005-B, as Issuer WILMINGTON TRUST COMPANY, as Delaware Trustee THE BANK OF NEW YORK, as Indenture Trustee THE BANK OF NEW YORK, as Eligible Lender Trustee and COLLEGIATE FUNDING PORTFOLIO ADMINISTRATION, L.L.C., as Administrator Dated as of July 1, 2005 (July 26th, 2005)

This ADMINISTRATION AGREEMENT dated as of July 1, 2005 (as amended from time to time, the "Agreement"), is among COLLEGIATE FUNDING SERVICES EDUCATION LOAN TRUST 2005-B, a Delaware statutory trust (the "Issuer"), WILMINGTON TRUST COMPANY, a Delaware banking corporation, not in its individual capacity but solely as Delaware Trustee (the "Delaware Trustee"), THE BANK OF NEW YORK, a New York banking corporation, not in its individual capacity but solely as Indenture Trustee (in such capacity, the "Indenture Trustee"), and as Eligible Lender Trustee (in such capacity, the "Eligible Lender Trustee") and COLLEGIATE FUNDING PORTFOLIO ADMINISTRATION, L.L.C., a Virginia limited liability company, as Administrator (the "Administrator").

Collegiate Funding of Delaware Llc – COLLEGIATE FUNDING SERVICES EDUCATION LOAN TRUST 2005-B UNDERWRITING AGREEMENT July 13, 2005 (July 26th, 2005)

Citigroup Global Markets Inc. 390 Greenwich Street, 6th Floor New York, New York 10013 J.P. Morgan Securities Inc. 270 Park Avenue, 10th Floor New York, New York 10019 Banc of America Securities LLC 214 North Tryon Street, 15th Floor Charlotte, North Carolina 28255 Goldman, Sachs & Co. 85 Broad Street New York, New York 10004 Ladies and Gentlemen:

Collegiate Funding of Delaware Llc – INDENTURE OF TRUST by and between COLLEGIATE FUNDING SERVICES EDUCATION LOAN TRUST 2005-B, as Issuer and THE BANK OF NEW YORK, as Eligible Lender Trustee and as Trustee Dated as of July 1, 2005 (July 26th, 2005)

Reconciliation and tie between Trust Indenture Act of 1939, as amended (the "Trust Indenture Act" or "TIA") and Indenture of Trust, dated as of July 1, 2005.

Collegiate Funding of Delaware Llc – TRUST AGREEMENT between COLLEGIATE FUNDING OF DELAWARE, L.L.C. as Depositor and __________________, as Delaware Trustee Collegiate Funding Services Education Loan Trust 20__-_ Dated as of ____________, 200_ (December 30th, 2002)

TRUST AGREEMENT dated as of ____________, 200_, between _________, a Delaware trust company, acting hereunder not in its individual capacity but solely as Delaware trustee (the "Delaware Trustee") and Collegiate Funding of Delaware, L.L.C., a Delaware limited liability company (the "Depositor").

Collegiate Funding of Delaware Llc – INDENTURE OF TRUST by and between COLLEGIATE FUNDING SERVICES STUDENT LOAN TRUST 20__-_ and __________________________________, as Trustee Dated as of [__________] COLLEGIATE FUNDING SERVICES EDUCATION LOAN TRUST 20__-_ (December 30th, 2002)

Reconciliation and tie between Trust Indenture Act of 1939, as amended (the "Trust Indenture Act" or "TIA") and Indenture of Trust, dated as of [_____________].