SLM STUDENT LOAN TRUST 2004-9 ADMINISTRATION AGREEMENT Dated as of September 23, 2004 Among SLM FUNDING LLC SLM STUDENT LOAN TRUST 2004-9 CHASE MANHATTAN BANK USA, NATIONAL ASSOCIATION, as Eligible Lender Trustee SALLIE MAE, INC. and DEUTSCHE BANK...Administration Agreement • September 28th, 2004 • SLM Funding LLC • Asset-backed securities • New York
SLM Student Loan Trust 2004-9 Administration Agreement, dated as of September 23, 2004 (this “Agreement”), among SLM Funding LLC (the “Depositor”), SLM Student Loan Trust 2004-9 (the “Issuer”), Chase Manhattan Bank USA, National Association, not in its individual capacity but solely in its capacity as eligible lender trustee (in such capacity, the “Eligible Lender Trustee”), Deutsche Bank Trust Company Americas, not in its individual capacity but solely in its capacity as indenture trustee (in such capacity, the “Indenture Trustee”), Sallie Mae, Inc., not in its individual capacity but solely in its capacity as servicer (in such capacity, the “Servicer”), and Sallie Mae, Inc., not in its individual capacity but solely in its capacity as administrator (in such capacity, the “Administrator”).
SLM Funding LLC Student Loan-Backed Notes Underwriting AgreementUnderwriting Agreement • September 28th, 2004 • SLM Funding LLC • Asset-backed securities • New York
From time to time SLM Education Credit Finance Corporation (“SLM ECFC”), a Delaware corporation and SLM Funding LLC, a Delaware limited liability company and a wholly-owned subsidiary of SLM ECFC (the “Company”), propose to enter into one or more Pricing Agreements (each a “Pricing Agreement”) in the form of Annex I hereto, with such additions and deletions as the parties thereto may determine. Subject to the terms and conditions stated herein and therein, the Company proposes to cause the Trust specified in the applicable Pricing Agreement to issue and sell to the firms named in Schedule I to the applicable Pricing Agreement (each firm constituting the “Underwriter” with respect to such Pricing Agreement and the securities specified therein) certain of such Trust’s Student Loan-Backed Notes (the “Notes”) specified in Schedule II to such Pricing Agreement (with respect to such Pricing Agreement, the “Designated Securities”), less the principal amount of Designated Securities covered by
INDENTURE among SLM STUDENT LOAN TRUST 2004-9, as the Issuer, CHASE MANHATTAN BANK USA, NATIONAL ASSOCIATION, not in its individual capacity but solely as the Eligible Lender Trustee and DEUTSCHE BANK TRUST COMPANY AMERICAS, not in its individual...Indenture • September 28th, 2004 • SLM Funding LLC • Asset-backed securities • New York
INDENTURE, dated as of September 1, 2004, among SLM STUDENT LOAN TRUST 2004-9, a Delaware statutory trust (the “Issuer”), CHASE MANHATTAN BANK USA, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as eligible lender trustee on behalf of the Issuer (in such capacity, the “Eligible Lender Trustee”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, not in its individual capacity but solely as indenture trustee (in such capacity, the “Indenture Trustee”).
INTERIM TRUST AGREEMENT between VG FUNDING, LLC, as the Seller and CHASE MANHATTAN BANK USA, NATIONAL ASSOCIATION, not in its individual capacity but solely as Eligible Lender Trustee for the benefit of VG Funding, LLC Dated as of September 1, 2004Interim Trust Agreement • September 28th, 2004 • SLM Funding LLC • Asset-backed securities • Delaware
INTERIM TRUST AGREEMENT (the “Agreement”), dated as of September 1, 2004, between VG Funding, LLC (“VG Funding”) as the Purchaser and subsequent Seller of certain Loans, and CHASE MANHATTAN BANK USA, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as Eligible Lender Trustee (the “VG Funding Eligible Lender Trustee”).
AMENDED AND RESTATED TRUST AGREEMENT among SLM FUNDING LLC, as Depositor CHASE MANHATTAN BANK USA, NATIONAL ASSOCIATION, not in its individual capacity but solely as Eligible Lender Trustee and DEUTSCHE BANK TRUST COMPANY AMERICAS, not in its...Trust Agreement • September 28th, 2004 • SLM Funding LLC • Asset-backed securities • Delaware
AMENDED AND RESTATED TRUST AGREEMENT dated as of September 23, 2004, among SLM FUNDING LLC, a Delaware limited liability company, as the Depositor, CHASE MANHATTAN BANK USA, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as the Eligible Lender Trustee, and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, not in its individual capacity but solely as the Indenture Trustee, acting as the Excess Distribution Certificate Paying Agent hereunder.
INTERIM TRUST AGREEMENT between SLM FUNDING LLC, as the Depositor and CHASE MANHATTAN BANK USA, NATIONAL ASSOCIATION, not in its individual capacity but solely as the Interim Eligible Lender Trustee Dated as of September 1, 2004Interim Trust Agreement • September 28th, 2004 • SLM Funding LLC • Asset-backed securities • Delaware
INTERIM TRUST AGREEMENT (the “Agreement”), dated as of September 1, 2004, between SLM FUNDING LLC, a Delaware limited liability company (the “Depositor”), and CHASE MANHATTAN BANK USA, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as Interim Eligible Lender Trustee (the “Interim Eligible Lender Trustee”).
SALE AGREEMENT MASTER SECURITIZATION TERMS NUMBER 1000Sale Agreement • September 28th, 2004 • SLM Funding LLC • Asset-backed securities • New York
These Sale Agreement Master Securitization Terms Number 1000 (“Master Sale Terms”) dated as of September 23, 2004 among SLM Funding LLC (in such capacity, the “Seller”), SLM Student Loan Trust 2004-9 (the “Purchaser”), and Chase Manhattan Bank USA, National Association, not in its individual capacity but solely as Interim Eligible Lender Trustee (the “Interim Eligible Lender Trustee”) for the benefit of the Seller under the Interim Trust Agreement dated as of September 1, 2004 between the Seller and the Interim Eligible Lender Trustee, and Chase Manhattan Bank USA, National Association, not in its individual capacity but solely as Eligible Lender Trustee on behalf of SLM Student Loan Trust 2004-9 (the “Eligible Lender Trustee”), shall be effective upon execution by the parties hereto. References to the Seller herein mean the Interim Eligible Lender Trustee, and references to the Purchaser mean the Eligible Lender Trustee, for all purposes involving the holding or transferring of legal
PURCHASE AGREEMENT MASTER SECURITIZATION TERMS NUMBER 1000Purchase Agreement • September 28th, 2004 • SLM Funding LLC • Asset-backed securities • New York
These Purchase Agreement Master Securitization Terms Number 1000 (“Master Terms”) dated as of September 23, 2004 among SLM Education Credit Finance Corporation (“SLM ECFC”), SLM Funding LLC (“Funding”) and Chase Manhattan Bank USA, National Association, not in its individual capacity but solely as Interim Eligible Lender Trustee (the “Interim Eligible Lender Trustee”) for the benefit of Funding under the Interim Trust Agreement dated as of September 1, 2004 between Funding and the Interim Eligible Lender Trustee, shall be effective upon execution by the parties hereto. References to Funding herein mean the Interim Eligible Lender Trustee for all purposes involving the holding or transferring of legal title to the Eligible Loans.
PURCHASE AGREEMENT MASTER SECURITIZATION TERMS NUMBER 1000Purchase Agreement Master Securitization Terms Number 1000 • September 28th, 2004 • SLM Funding LLC • Asset-backed securities • New York
These Purchase Agreement Master Securitization Terms Number 1000 (“Master Terms”) dated as of September 23, 2004 among (i) VG Funding, LLC (“VG Funding”), (ii) Chase Manhattan Bank USA, National Association, not in its individual capacity but solely as Interim Eligible Lender Trustee (the “VG Funding Eligible Lender Trustee”), for the benefit of VG Funding under the VG Funding Interim Trust Agreement dated as of September 1, 2004 between VG Funding and the VG Funding Eligible Lender Trustee; (iii) SLM Funding LLC (“Funding”); (iv) Chase Manhattan Bank USA, National Association, not in its individual capacity but solely as Interim Eligible Lender Trustee (the “Interim Eligible Lender Trustee”) for the benefit of Funding under the Funding Interim Trust Agreement dated as of September 1, 2004 between Funding and the Interim Eligible Lender Trustee, and (v) Sallie Mae, Inc., as servicer (the “Servicer”), shall be effective upon execution by the parties hereto. References to VG Funding here
Pricing AgreementPricing Agreement • September 28th, 2004 • SLM Funding LLC • Asset-backed securities
SERVICING AGREEMENT among SALLIE MAE, INC., as Servicer, SALLIE MAE, INC., as Administrator, SLM STUDENT LOAN TRUST 2004-9, CHASE MANHATTAN BANK USA, NATIONAL ASSOCIATION, not in its individual capacity but solely as Eligible Lender Trustee and...Servicing Agreement • September 28th, 2004 • SLM Funding LLC • Asset-backed securities • New York
Sallie Mae, Inc. (in such capacity, the “Servicer”), a Delaware corporation, hereby agrees with (i) SLM Student Loan Trust 2004-9 (the “Issuer”), (ii) Chase Manhattan Bank USA, National Association, a national banking association, not in its individual capacity but solely in its capacity as eligible lender trustee (the “Eligible Lender Trustee”) under a trust agreement dated as of September 9, 2004 between SLM Funding LLC and the Eligible Lender Trustee, as amended and restated by an amended and restated trust agreement dated as of September 23, 2004 (the “Trust Agreement”) among SLM Funding LLC, the Eligible Lender Trustee and Deutsche Bank Trust Company Americas, not in its individual capacity but solely in its capacity as the indenture trustee (the “Indenture Trustee”), under an indenture (the “Indenture”) dated as of September 1, 2004 among the Issuer, the Eligible Lender Trustee and the Indenture Trustee, (iii) the Indenture Trustee and (iv) Sallie Mae, Inc., not in its individual
