Student Loan Corp Sample Contracts

TRANCHE H (A TERM NOTE CREDIT FACILITY)
Amendment Agreement • November 12th, 1999 • Student Loan Corp • Federal & federally-sponsored credit agencies
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AMENDMENT NO. 1
Non-Competition Agreement • March 27th, 2002 • Student Loan Corp • Federal & federally-sponsored credit agencies
MASTER PARTICIPATION AGREEMENT UNITED STATES DEPARTMENT OF EDUCATION JULY 25, 2008 PARTICIPATION INTERESTS IN ELIGIBLE LOANS MADE PURSUANT TO THE FEDERAL FAMILY EDUCATION LOAN PROGRAM
Master Participation Agreement • March 2nd, 2009 • Student Loan Corp • Personal credit institutions • New York

Participation Agreement”), among the United States Department of Education (“Department”),an individual Eligible Lender or the holder of beneficial interests in Loans (such entity,“Sponsor”), and if the latter, the related Eligible Lender Trustee, each made party to this Master Participation Agreement by executing an Adoption Agreement in the form attached hereto as Exhibit A (“Adoption Agreement”), and the Sponsor’s Custodian made party to this Master Participation Agreement by executing the Adoption Agreement (“Custodian”).

PURCHASE PRICE ADJUSTMENT AGREEMENT
Purchase Price Adjustment Agreement • September 23rd, 2010 • Student Loan Corp • Personal credit institutions • Delaware

PURCHASE PRICE ADJUSTMENT AGREEMENT (this “Agreement”), dated as of September 17, 2010, by and among Citibank, N.A., a national banking association (“CBNA”), The Student Loan Corporation, a Delaware corporation (the “Company”), and Discover Bank, a Delaware banking corporation (“Buyer” and, collectively with CBNA and the Company, the “Parties”).

AGREEMENT AND PLAN OF MERGER by and among DISCOVER BANK, ACADEMY ACQUISITION CORP. and THE STUDENT LOAN CORPORATION Dated as of September 17, 2010
Agreement and Plan of Merger • September 23rd, 2010 • Student Loan Corp • Personal credit institutions • Delaware
AMENDMENT NO. 7 NON-COMPETITION AGREEMENT
Non-Competition Agreement • May 9th, 2006 • Student Loan Corp • Federal & federally-sponsored credit agencies

AMENDMENT NO. 7, dated as of June 22, 2006, among THE STUDENT LOAN CORPORATION, a Delaware corporation (the “Company”), CITIBANK, N.A., a national banking association (“Citibank”), CITIGROUP INC., a Delaware corporation and the ultimate parent of Citibank (“Citigroup” and, together with Citibank, the “Parents”).

AMENDMENT NO. 1 TO AMENDED & RESTATED OMNIBUS CREDIT AGREEMENT
Omnibus Credit Agreement • August 6th, 2010 • Student Loan Corp • Personal credit institutions • New York

This Amendment No. 1, dated as of February 11, 2010 (this "Amendment"), to the Amended & Restated Omnibus Credit Agreement, dated as of January 29, 2010 (as amended by this Amendment, and as the same may be further amended, supplemented, restated or otherwise modified from time to time, the "Agreement"), by and among (i) The Student Loan Corporation, a Delaware corporation, as borrower (together with its permitted successors and assigns in such capacity, "Borrower"), (ii) Citibank, N.A., a national banking association, as lender (together with its permitted successors and assigns in such capacity, "Lender"), (iii) Citibank, N.A., a national banking association, not in its individual capacity but solely in its separate capacity as the Trustee under the Trust Agreement referred to in the Agreement, solely for purposes of the sections of the Agreement specified therein, and (iv) the Non-Securitization Subsidiaries that become parties to the Agreement from time to time pursuant to Joinder

AMENDMENT NO. 2 TO OMNIBUS CREDIT AGREEMENT
Omnibus Credit Agreement • March 12th, 2004 • Student Loan Corp • Federal & federally-sponsored credit agencies

This Amendment No. 2 to Omnibus Credit Agreement is dated as of March 5, 2004 by and between Citibank, N.A., a national banking association, and its successors and assigns (collectively, "Citibank, N.A."), and The Student Loan Corporation, a corporation organized under the laws of the State of Delaware ("STU").

FACILITIES OCCUPANCY, MANAGEMENT AND SUPPORT SERVICES AGREEMENT
Facilities Occupancy, Management and Support Services Agreement • February 26th, 2007 • Student Loan Corp • Personal credit institutions • New York

This Facilities Occupancy, Management and Support Service Agreement (this “Agreement”) is entered into as of the first day of November, 2006, by and between Citicorp North America, Inc. (“Manager”), a Delaware corporation having an office at 3800 Citibank Center, Tampa, Florida, and The Student Loan Corporation (“Customer”), a Delaware corporation having an office at 99 Garnsey Road, Pittsford, New York.

AMENDMENT N0. 9 NON-COMPETITION AGREEMENT
Non-Competition Agreement • June 26th, 2008 • Student Loan Corp • Personal credit institutions

AMENDMENT NO. 9, dated as of June 22, 2008, among The STUDENT LOAN CORPORATION, a Delaware corporation (“Company”), CITIBANK, N.A., a national banking association (“Citibank”), CITIGROUP, INC., a Delaware corporation and the ultimate parent of Citibank (“Citigroup” and, together with Citibank, the “Parents”).

AMENDMENT NO. 4 NON-COMPETITION AGREEMENT
Non-Competition Agreement • August 6th, 2004 • Student Loan Corp • Federal & federally-sponsored credit agencies

AMENDMENT NO. 4, dated as of June 22, 2003, among THE STUDENT LOAN CORPORATION, a Delaware corporation (the "Company"), CITIBANK (NEW YORK STATE), a New York banking corporation ("NYS"), CITIGROUP INC., a Delaware corporation and the ultimate parent of NYS ("Citigroup" and, together with NYS, the "Parents").

December 22, 2010
Student Loan Corp • December 22nd, 2010 • Personal credit institutions
AMENDMENT NO. 3 NON-COMPETITION AGREEMENT
Non-Competition Agreement • August 6th, 2004 • Student Loan Corp • Federal & federally-sponsored credit agencies

AMENDMENT NO. 3, dated as of May 5, 2002, among THE STUDENT LOAN CORPORATION, a Delaware corporation (the "Company"), CITIBANK (NEW YORK STATE), a New York banking corporation ("NYS"), CITIGROUP INC., a Delaware corporation and the ultimate parent of NYS ("Citigroup" and, together with NYS, the "Parents").

AMENDMENT N0. 12 NON-COMPETITION AGREEMENT
Non-Competition Agreement • August 5th, 2010 • Student Loan Corp • Personal credit institutions

AMENDMENT NO. 12, dated as of August 8, 2010, among The STUDENT LOAN CORPORATION, a Delaware corporation (“Company”), CITIBANK, N.A., a national banking association (“Citibank”), CITIGROUP INC., a Delaware corporation and the ultimate parent of Citibank (“Citigroup” and, together with Citibank, the “Parents”).

July 7, 2010 Citibank, N.A.
Student Loan Corp • August 6th, 2010 • Personal credit institutions
AMENDMENT NO. 3 TO OMNIBUS CREDIT AGREEMENT
Omnibus Credit Agreement • January 24th, 2005 • Student Loan Corp • Federal & federally-sponsored credit agencies

This Amendment No. 3 to Omnibus Credit Agreement is dated as of January 20, 2005 by and between Citibank, N.A., a national banking association, and its successors and assigns (collectively, “Citibank, N.A.”), and The Student Loan Corporation, a corporation organized under the laws of the State of Delaware (“STU”).

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AMENDMENT NO. 6 NON-COMPETITION AGREEMENT
Non-Competition Agreement • August 8th, 2005 • Student Loan Corp • Federal & federally-sponsored credit agencies

AMENDMENT NO. 6, dated as of June 22, 2005, among THE STUDENT LOAN CORPORATION, a Delaware corporation (the "Company"), CITIBANK, N.A., a national banking association ("Citibank"), CITIGROUP INC., a Delaware corporation and the ultimate parent of Citibank ("Citigroup" and, together with Citibank, the "Parents").

AMENDED AND RESTATED AGREEMENT FOR EDUCATION LOAN SERVICING
Agreement for Education Loan Servicing • November 8th, 2004 • Student Loan Corp • Federal & federally-sponsored credit agencies • South Dakota
March 23, 2010 Citibank, N.A.
Student Loan Corp • May 10th, 2010 • Personal credit institutions
AMENDMENT N0. 10 NON-COMPETITION AGREEMENT
Non-Competition Agreement • August 6th, 2008 • Student Loan Corp • Personal credit institutions

AMENDMENT NO. 10, dated as of August 8, 2008, among The STUDENT LOAN CORPORATION, a Delaware corporation (“Company”), CITIBANK, N.A., a national banking association (“Citibank”), CITIGROUP INC., a Delaware corporation and the ultimate parent of Citibank (“Citigroup” and, together with Citibank, the “Parents”).

Contract
Asset Purchase Agreement • September 23rd, 2010 • Student Loan Corp • Personal credit institutions • Delaware
February 11, 2005 Ms. Sue F. Roberts Dear Sue:
Letter Agreement • March 16th, 2005 • Student Loan Corp • Federal & federally-sponsored credit agencies • Connecticut

This Letter Agreement and any attachments ("Agreement") set forth the total payments and benefits that you will receive if you sign this Agreement and comply with its terms.

AMENDMENT NO. 4 TO OMNIBUS CREDIT AGREEMENT
Omnibus Credit Agreement • March 2nd, 2009 • Student Loan Corp • Personal credit institutions

This Amendment No. 4 to Omnibus Credit Agreement is dated as of February 27, 2009 by and between Citibank, N.A., a national banking association, and its successors and assigns (collectively “Citibank, N.A.”), and The Student Loan Corporation, a corporation organized under the laws of the state of Delaware (“STU”).

AMENDED & RESTATED OMNIBUS CREDIT AGREEMENT Dated as of January 29, 2010 by and among THE STUDENT LOAN CORPORATION, as Borrower, CITIBANK, N.A., as Lender, CITIBANK, N.A., not in its individual capacity but solely in its separate capacity as the...
Omnibus Credit Agreement • February 1st, 2010 • Student Loan Corp • Personal credit institutions • New York

This AMENDED & RESTATED OMNIBUS CREDIT AGREEMENT, dated as of January 29, 2010 (as the same may be further amended, amended & restated, supplemented or otherwise modified from time to time in accordance with the terms hereof, this "Agreement"), is entered into by and among (i) The Student Loan Corporation, a Delaware corporation ("SLC"), as borrower (together with its permitted successors and assigns in such capacity, "Borrower"), (ii) Citibank, N.A., a national banking association ("Citibank"), as lender (together with its permitted successors and assigns in such capacity, "Lender"), (iii) Citibank, N.A., a national banking association, not in its individual capacity but solely in its separate capacity as the Trustee under the Trust Agreement referred to herein, solely for purposes of Sections 5.1(b), (c) and (f), Sections 7.4 through 7.8 and Sections 8.1 through 8.4 of this Agreement, and (iv) the Non-Securitization Subsidiaries that become parties hereto from time to time pursuant t

AMENDMENT NO. 8 NON-COMPETITION AGREEMENT
Non-Competition Agreement • June 25th, 2007 • Student Loan Corp • Personal credit institutions

AMENDMENT NO. 8, dated as of June 22, 2007, among THE STUDENT LOAN CORPORATION, a Delaware corporation (the “Company”), CITIBANK, N.A., a national banking association (“Citibank”), CITIGROUP INC., a Delaware corporation and the ultimate parent of Citibank (“Citigroup” and, together with Citibank, the “Parents”).

VOTING AND SUPPORT AGREEMENT
Voting and Support Agreement • September 23rd, 2010 • Student Loan Corp • Personal credit institutions • Delaware

THIS VOTING AND SUPPORT AGREEMENT, dated as of September 17, 2010 (this “Agreement”), is entered into by and among Discover Bank, a Delaware banking corporation (“Merger Buyer”), SLM Corporation, a Delaware corporation (“FFELP Buyer”, and together with Merger Buyer, the “Buyers”, and each, a “Buyer”), and Citibank, N.A., a national banking association (the “Majority Stockholder”).

AMENDMENT NO. 5 NON-COMPETITION AGREEMENT
Non-Competition Agreement • August 6th, 2004 • Student Loan Corp • Federal & federally-sponsored credit agencies

AMENDMENT NO. 5, dated as of June 22, 2004, among THE STUDENT LOAN CORPORATION, a Delaware corporation (the "Company"), CITIBANK, N.A., a national banking association ("Citibank"), CITIGROUP INC., a Delaware corporation and the ultimate parent of Citibank ("Citigroup" and, together with Citibank, the "Parents").

AMENDMENT NO. 5 TO OMNIBUS CREDIT AGREEMENT
Omnibus Credit Agreement • December 23rd, 2009 • Student Loan Corp • Personal credit institutions • New York

This Amendment No. 5 to Omnibus Credit Agreement, dated and effective as of December 22, 2009 (this "Amendment"), is entered into by and between Citibank, N.A., a national banking association, and its successors and assigns (collectively, "Citibank"), as the Lender, and The Student Loan Corporation, a corporation organized under the laws of the State of Delaware ("STU"), as the Borrower.

ADOPTION AGREEMENT
Adoption Agreement • March 2nd, 2009 • Student Loan Corp • Personal credit institutions • New York

This Adoption Agreement, dated as of the date set forth on the signature page, among the United States Department of Education (“Department”), the Sponsor (as listed in Section 1 hereof) (“Sponsor”), the Eligible Lender Trustee (as listed in Section 1A hereof) (“Eligible Lender Trustee”), and the Custodian (as listed in Section 2 hereof) (“Custodian”) is made pursuant to the Master Participation Agreement, dated as of July 25, 2008, published by the Department (“Master Participation Agreement”). Capitalized terms used but not otherwise defined herein, shall have the meanings set forth in the Master Participation Agreement.

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