0000899681-04-000409 Sample Contracts

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 2004-A Dated as of April 1, 2004
Trust Agreement • May 12th, 2004 • Collegiate Funding Services Education Loan Trust 2004-A • Asset-backed securities • Delaware

THIS AMENDED AND RESTATED TRUST AGREEMENT dated as of April 1, 2004 (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 April 1, 2004 (the "Original Trust Agreement"), between the Delaware Trustee and the Depositor.

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ADMINISTRATION AGREEMENT among COLLEGIATE FUNDING SERVICES EDUCATION LOAN TRUST 2004-A, as Issuer WILMINGTON TRUST COMPANY, as Delaware Trustee U.S. BANK NATIONAL ASSOCIATION, as Indenture Trustee U.S. BANK NATIONAL ASSOCIATION, as Eligible Lender...
Administration Agreement • May 12th, 2004 • Collegiate Funding Services Education Loan Trust 2004-A • Asset-backed securities • New York

This ADMINISTRATION AGREEMENT dated as of April 1, 2004 (as amended from time to time, the "Agreement”), among COLLEGIATE FUNDING SERVICES EDUCATION LOAN TRUST 2004-A, 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"), U.S. BANK NATIONAL ASSOCIATION, a national banking association, 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"),

MASTER SERVICING AGREEMENT
Master Servicing Agreement • May 12th, 2004 • Collegiate Funding Services Education Loan Trust 2004-A • Asset-backed securities • Virginia

This MASTER SERVICING AGREEMENT (the “Master Servicing Agreement”) is entered into as of April 1, 2004 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 2004-A, a Delaware statutory trust, having its principal office in Wilmington, Delaware (the “Issuer”).

COLLEGIATE FUNDING SERVICES EDUCATION LOAN TRUST 2004-A UNDERWRITING AGREEMENT April 16, 2004
Underwriting Agreement • May 12th, 2004 • Collegiate Funding Services Education Loan Trust 2004-A • Asset-backed securities • Delaware

Citigroup Global Markets Inc. 388 Greenwich Street, 35th Floor New York, New York 10013 J.P. Morgan Securities Inc. 270 Park Avenue, 10th Floor New York, New York 10017 UBS Securities LLC 1285 Avenue of the Americas, 15th Floor New York, New York 10019 Ladies and Gentlemen:

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