Common use of Compliance With Lender Bond Documents Clause in Contracts

Compliance With Lender Bond Documents. In the event that any Loans that the Lender delivers to Great Lakes for servicing hereunder constitute “Financed Eligible Loans” under the Indenture of Trust dated as of the Closing Date (the “Indenture”) among the Lender, the Eligible Lender Trustee and The Bank of New York, as indenture trustee (the “Trustee”), are pledged in connection with, or constitute collateral under any similar indenture or loan agreement pledging or granting to any entity a security interest therein (all such Loans or other loans pledged to or held by a trustee or other entity are hereafter referred to as the “Pledged Education Loans”), Great Lakes agrees as follows: (a) At the request of the Trustee or other pledgee of such Pledged Education Loans, Great Lakes will enter into a custodian agreement or other similar document, in form and substance reasonably acceptable to Great Lakes, the Lender and the Trustee or other pledgee, for the purpose of establishing a bailment with respect to any Pledged Education Loans pledged to the Trustee or other pledgee. (b) Great Lakes shall hold all Pledged Education Loans and related documentation as bailee for and on behalf of the Trustee (or such other pledgee as may be applicable) for the Trustee’s intended purpose of perfecting the security or other interests of the Trustee or other pledgee therein. (c) All sums received by Great Lakes with respect to Pledged Education Loans shall be held on behalf of the Trustee or other applicable pledgee, including, but not limited to, all payments of principal and interest and insurance or guarantee payments. All such funds shall be held in a segregated account (which may, however, contain funds belonging to other Great Lakes servicing customers, including Great Lakes affiliates) and shall not be commingled with any of Great Lakes’ other funds and shall be accounted for such that all such funds are identified separately from all other payments received by Great Lakes in respect of the servicing of loans. Any such amounts, if received by Great Lakes, shall be remitted only to the Trustee or other pledgee, and not to the Lender, unless otherwise directed by the Trustee or other applicable pledgee. (d) If any Education Loans are Pledged Education Loans, all periodic reports required to be furnished pursuant to this Agreement shall be furnished to the Trustee. (e) With respect to the servicing of any Pledged Education Loans on behalf of or for the benefit of the Trustee or any other applicable pledgee, no amendment, modification or addition to this Agreement shall be effective with respect to the Trustee or such other applicable pledgee without its written approval or consent or the direction of Trustee. (f) Great Lakes waives any lien that it might have pursuant to statute or otherwise available at law or in equity on any and all notes evidencing Pledged Education Loans held by it on behalf of the Trustee and on any and all related documentation, including all moneys and proceeds derived therefrom or relating thereto. Notwithstanding the foregoing, if Great Lakes incurs cost or expense (i) due to an “unreasonable act” of the Guarantor resulting in the Guarantor’s refusal to pay a claim or (ii) due to the Lender failing to make payments to the U.S. Secretary of Education (the “Secretary”) required by law or regulation, Great Lakes may offset such cost or expense against moneys derived from Pledged Education Loans serviced by Great Lakes and held by the Lender on behalf of the Trustee. In addition, Great Lakes may offset against such derived moneys in the event fees due it are not paid in accordance with this Agreement. (g) Great Lakes shall administer and collect all Pledged Education Loans in a competent, diligent and orderly fashion and in accordance with all requirements of the Act, the Secretary and this Agreement. If there is an Event of Default under the Indenture and the Trustee forecloses on its security interest on the Pledged Education Loans, then the Trustee shall assume all duties and obligations of the Lender hereunder.

Compliance With Lender Bond Documents. In the event that any Loans that the Lender delivers to Great Lakes for servicing hereunder constitute “Financed Eligible Student Loans” under the Indenture of Trust dated as of the Closing Date October 1, 2005 (the “Indenture”) among the Lender, the Eligible Lender Trustee and The Bank of New YorkJPMorgan Chase Bank, N.A., as indenture trustee (the “Trustee”), are pledged in connection with, or constitute collateral under any similar indenture or loan agreement pledging or granting to any entity a security interest therein (all such Loans or other loans pledged to or held by a trustee or other entity are hereafter referred to as the “Pledged Education Loans”), Great Lakes agrees as follows: (a) At the request of the Trustee or other pledgee of such Pledged Education Loans, Great Lakes will enter into a custodian agreement or other similar document, in form and substance reasonably acceptable to Great Lakes, the Lender and the Trustee or other pledgee, for the purpose of establishing a bailment with respect to any Pledged Education Loans pledged to the Trustee or other pledgee. (b) Great Lakes shall hold all Pledged Education Loans and related documentation as bailee for and on behalf of the Trustee (or such other pledgee as may be applicable) for the Trustee’s intended purpose of perfecting the security or other interests of the Trustee or other pledgee therein. (c) All sums received by Great Lakes with respect to Pledged Education Loans shall be held on behalf of the Trustee or other applicable pledgee, including, but not limited to, all payments of principal and interest and insurance or guarantee payments. All such funds shall be held in a segregated account (which may, however, contain funds belonging to other Great Lakes servicing customers, including Great Lakes affiliates) and shall not be commingled with any of Great Lakes’ other funds and shall be accounted for such that all such funds are identified separately from all other payments received by Great Lakes in respect of the servicing of loans. Any such amounts, if received by Great Lakes, shall be remitted only to the Trustee or other pledgee, and not to the Lender, unless otherwise directed by the Trustee or other applicable pledgee. (d) If any Education Loans are Pledged Education Loans, all periodic reports required to be furnished pursuant to this Agreement shall be furnished to the Trustee. (e) With respect to the servicing of any Pledged Education Loans on behalf of or for the benefit of the Trustee or any other applicable pledgee, no amendment, modification or addition to this Agreement shall be effective with respect to the Trustee or such other applicable pledgee without its written approval or consent or the direction of Trustee. (f) Great Lakes waives any lien that it might have pursuant to statute or otherwise available at law or in equity on any and all notes evidencing Pledged Education Loans held by it on behalf of the Trustee and on any and all related documentation, including all moneys and proceeds derived therefrom or relating thereto. Notwithstanding the foregoing, if Great Lakes incurs cost or expense (i) due to an “unreasonable act” of the Guarantor resulting in the Guarantor’s refusal to pay a claim or (ii) due to the Lender failing to make payments to the U.S. Secretary of Education (the “Secretary”) required by law or regulation, Great Lakes may offset such cost or expense against moneys derived from Pledged Education Loans serviced by Great Lakes and held by the Lender on behalf of the Trustee. In addition, Great Lakes may offset against such derived moneys in the event fees due it are not paid in accordance with this Agreement. (g) Great Lakes shall administer and collect all Pledged Education Loans in a competent, diligent and orderly fashion and in accordance with all requirements of the Act, the Secretary and this Agreement. If there is an Event of Default under the Indenture and the Trustee forecloses on its security interest on the Pledged Education Loans, then the Trustee shall assume all duties and obligations of the Lender hereunder.

Compliance With Lender Bond Documents. In the event that any Loans that the which Lender delivers to Great Lakes for servicing hereunder constitute “Financed Eligible Student Loans” under the Indenture of Trust dated as of the Closing Date January 1, 2004 (the “Indenture”) among the Lender), the between Lender and The Bank of New York, as Eligible Lender Trustee and The Bank of New York, York as indenture trustee Indenture Trustee (the “Trustee”), or are pledged in connection with, or constitute collateral under any similar indenture or loan agreement pledging or granting to any entity a security interest therein (all such Loans or other loans pledged to or held by a trustee or other entity are hereafter referred to as the “Pledged Education Loans”), Great Lakes agrees as follows: (a) At the request of the Trustee or other pledgee of such Pledged Education Loans, Great Lakes will enter into a custodian agreement Custodian Agreement or other similar document, in form and substance reasonably acceptable to Great Lakes, the Lender and the such Trustee or other pledgee, for the purpose of establishing a bailment with respect to any Pledged Education Loans pledged to the Trustee or other pledgee. (b) Great Lakes shall hold all Pledged Education Loans and related documentation as bailee for and on behalf of the Trustee (or such other pledgee as may be applicable) for the Trustee’s intended purpose of perfecting the security or other interests of the such Trustee or other pledgee therein. (c) All sums received by Great Lakes with respect to Pledged Education Loans shall be held on behalf of the Trustee or other applicable pledgee, including, including but not limited to, all payments of principal and interest interest, and insurance or guarantee payments. All such funds shall be held in a segregated account (which may, however, contain funds belonging to other Great Lakes servicing customers, including Great Lakes affiliates) and shall not be commingled with any of Great Lakes’ other funds and shall be accounted for such that all such funds are identified separately from all other payments received by Great Lakes in respect of the servicing of loans. Any such amounts, if received by Great Lakes, shall be remitted only to the Trustee or other pledgee, and not to the Lender, unless otherwise directed by the Trustee or other applicable pledgee. (d) If any Education Loans are Pledged Education Loans, all periodic reports required to be furnished pursuant to this Agreement shall be furnished to the Trustee. (e) With respect to the servicing of any Pledged Education Loans on behalf of or for the benefit of the Trustee or any other applicable pledgee, no amendment, modification modification, or addition to this Agreement shall be effective with respect to the any Trustee or such other applicable pledgee without its their written approval approval, consent, or consent or the direction of Trustee. (f) Great Lakes waives any lien that it might have pursuant to statute or otherwise available at law or in equity on any and all notes evidencing Pledged Education Loans held by it on behalf of the Trustee Trustee, and on any and all related documentation, including all moneys and proceeds derived therefrom or relating thereto. Notwithstanding the foregoing, if Great Lakes incurs cost or expense (i) due to an “unreasonable act” of the a Guarantor resulting in the Guarantor’s refusal to pay a claim claim, or (ii) due to the Lender failing to make payments to the U.S. Secretary of Education (the “Secretary”) Department required by law or regulationRegulation, Great Lakes may offset such cost or expense against moneys derived from Pledged Education Loans serviced by Great Lakes and held by the Lender on behalf of the Trustee. In addition, Great Lakes may offset against such derived moneys in the event fees due it are not paid in accordance with this Agreementagreement. (g) Great Lakes shall administer and collect all Pledged Education Loans in a competent, diligent and orderly fashion and in accordance with all requirements of the Act, the Secretary and this Agreement. If there is an Event of Default under the Indenture and the Trustee forecloses on its security interest on the Pledged Education Loans, then the Trustee shall assume all duties and obligations of the Issuer Lender hereunder.

Compliance With Lender Bond Documents. In the event that any Loans that the Lender loans which LENDER delivers to Great Lakes ACS for servicing hereunder constitute “Financed Eligible Student Loans” under the Indenture of Trust dated as of the Closing Date March 1, 2002 (the “Indenture”) among the Lender), the Eligible between Lender Trustee and The Bank of New York, as indenture trustee Eligible Lender Trustee, and The Bank of New York, as Indenture Trustee (the “Trustee”), or are pledged in connection with, or constitute collateral under any similar indenture or loan agreement pledging or granting to any entity a security interest therein (all such Loans loans or other loans pledged to or held by a trustee or other entity are hereafter referred to as the “Pledged Education Loans”), Great Lakes ACS agrees as follows: (a) At the request of the Trustee or other pledgee of such Pledged Education Loans, Great Lakes ACS will enter into a custodian agreement Custodian Agreement or other similar document, in form and substance reasonably acceptable to Great LakesACS, the Lender LENDER and the such Trustee or other pledgee, for the purpose of establishing a bailment with respect to any Pledged Education Loans pledged to the Trustee or other pledgee. (b) Great Lakes ACS shall hold all Pledged Education Loans and related documentation as bailee for and on behalf of the Trustee (or such other pledgee as may be applicable) for the Trustee’s intended purpose of perfecting the security or other interests of the such Trustee or other pledgee therein. (c) All sums received by Great Lakes ACS with respect to Pledged Education Loans shall be held on behalf of the Trustee or other applicable pledgee, including, including but not limited to, all payments of principal and interest interest, and insurance or guarantee payments. All such funds shall be held in a segregated account (which may, however, contain funds belonging to other Great Lakes ACS servicing customers, including Great Lakes ACS affiliates) and shall not be commingled with any of Great Lakes’ ACS’s other funds and shall be accounted for such that all such funds are identified separately from all other payments received by Great Lakes ACS in respect of the servicing of loans. Any such amounts, if received by Great LakesACS, shall be remitted only to the Trustee or other pledgee, and not to the LenderLENDER, unless otherwise directed by the Trustee or other applicable pledgee. (d) If any Education Loans loans are Pledged Education Loans, all periodic reports (including those on Exhibit A) required to be furnished pursuant to this Agreement shall be furnished to the TrusteeTrustee at the following address: The Bank of New York, Attn: Corporate Trust Manager, 10000 Xxxxxxxxx Xxxxxxx, 0xx Xxxxx, Xxxxxxxxxxxx, XX 00000. (e) With respect to the servicing of any Pledged Education Loans on behalf of or for the benefit of the Trustee or any other applicable pledgee, no amendment, modification or addition to this Agreement shall be effective with respect to the Trustee or such other applicable pledgee without its written approval or consent or the direction of Trustee. (f) Great Lakes waives any lien that it might have pursuant to statute or otherwise available at law or in equity on any modification, Confidential and all notes evidencing Pledged Education Loans held by it on behalf of the Trustee and on any and all related documentation, including all moneys and proceeds derived therefrom or relating thereto. Notwithstanding the foregoing, if Great Lakes incurs cost or expense (i) due to an “unreasonable act” of the Guarantor resulting in the Guarantor’s refusal to pay a claim or (ii) due to the Lender failing to make payments to the U.S. Secretary of Education (the “Secretary”) required by law or regulation, Great Lakes may offset such cost or expense against moneys derived from Pledged Education Loans serviced by Great Lakes and held by the Lender on behalf of the Trustee. In addition, Great Lakes may offset against such derived moneys in the event fees due it are not paid in accordance with this Agreement. (g) Great Lakes shall administer and collect all Pledged Education Loans in a competent, diligent and orderly fashion and in accordance with all requirements of the Act, the Secretary and this Agreement. If there is an Event of Default under the Indenture and the Trustee forecloses on its security interest on the Pledged Education Loans, then the Trustee shall assume all duties and obligations of the Lender hereunder.Proprietary 16

Compliance With Lender Bond Documents. In the event that any Loans that the Lender loans which LENDER delivers to Great Lakes ACS for servicing hereunder constitute “Financed Eligible Student Loans” under the Indenture of Trust dated as of the Closing Date (the “Indenture”) among the Lender), the Eligible between Lender Trustee and The Bank of New York, as indenture trustee Eligible Lender Trustee, and The Bank of New York, as Indenture Trustee (the “Trustee”), or are pledged in connection with, or constitute collateral under any similar indenture or loan agreement pledging or granting to any entity a security interest therein (all such Loans loans or other loans pledged to or held by a trustee or other entity are hereafter referred to as the “Pledged Education Loans”), Great Lakes ACS agrees as follows: (a) At the request of the Trustee or other pledgee of such Pledged Education Loans, Great Lakes ACS will enter into a custodian agreement Custodian Agreement or other similar document, in form and substance reasonably acceptable to Great LakesACS, the Lender LENDER and the such Trustee or other pledgee, for the purpose of establishing a bailment with respect to any Pledged Education Loans pledged to the Trustee or other pledgee. (b) Great Lakes ACS shall hold all Pledged Education Loans and related documentation as bailee for and on behalf of the Trustee (or such other pledgee as may be applicable) for the Trustee’s intended purpose of perfecting the security or other interests of the such Trustee or other pledgee therein. (c) All sums received by Great Lakes ACS with respect to Pledged Education Loans shall be held on behalf of the Trustee or other applicable pledgee, including, including but not limited to, all payments of principal and interest interest, and insurance or guarantee payments. All such funds shall be held in a segregated account (which may, however, contain funds belonging to other Great Lakes ACS servicing customers, including Great Lakes ACS affiliates) and shall not be commingled with any of Great Lakes’ ACS’s other funds and shall be accounted for such that all such funds are identified separately from all other payments received by Great Lakes ACS in respect of the servicing of loans. Any such amounts, if received by Great LakesACS, shall be remitted only to the Trustee or other pledgee, and not to the LenderLENDER, unless otherwise directed by the Trustee or other applicable pledgee. (d) If any Education Loans loans are Pledged Education Loans, all periodic reports (including those on Exhibit A) required to be furnished pursuant to this Agreement shall be furnished to the TrusteeTrustee at the following address: The Bank of New York, Attention: Corporate Trust Manager, 00000 Xxxxxxxxx Xxxxxxx, 0xx Xxxxx, Xxxxxxxxxxxx, Xxxxxxx 00000. (e) With respect to the servicing of any Pledged Education Loans on behalf of or for the benefit of the Trustee or any other applicable pledgee, no amendment, modification modification, or addition to this Agreement shall be effective with respect to the any Trustee or such other applicable pledgee without its their written approval approval, consent, or consent or the direction of Trustee. (f) Great Lakes ACS waives any lien that it might have pursuant to statute or otherwise available at law or in equity on any and all notes evidencing Pledged Education Loans held by it on behalf of the Trustee Trustee, and on any and all related documentation, including all moneys and proceeds derived therefrom or relating thereto. Notwithstanding the foregoing, if Great Lakes incurs cost or expense (i) due to an “unreasonable act” of the Guarantor resulting in the Guarantor’s refusal to pay a claim or (ii) due to the Lender failing to make payments to the U.S. Secretary of Education (the “Secretary”) required by law or regulation, Great Lakes may offset such cost or expense against moneys derived from Pledged Education Loans serviced by Great Lakes and held by the Lender on behalf of the Trustee. In addition, Great Lakes may offset against such derived moneys in the event fees due it are not paid in accordance with this Agreement. (g) Great Lakes shall administer and collect all Pledged Education Loans in a competent, diligent and orderly fashion and in accordance with all requirements of the Act, the Secretary and this Agreement. If there is an Event of Default under the Indenture and the Trustee forecloses on its security interest on the Pledged Education Loans, then the Trustee shall assume all duties and obligations of the Lender hereunder.and

Compliance With Lender Bond Documents. In the event that any Loans that the which Lender delivers to Great Lakes for servicing hereunder constitute “Financed Eligible Student Loans” under the Indenture of Trust dated as of the Closing Date March 1, 2002 (the “Indenture”) among the Lender), the between Lender and The Bank of New York, as Eligible Lender Trustee and The Bank of New York, York as indenture trustee Indenture Trustee (the “Trustee”), or are pledged in connection with, or constitute collateral under any similar indenture or loan agreement pledging or granting to any entity a security interest therein (all such Loans or other loans pledged to or held by a trustee or other entity are hereafter referred to as the “Pledged Education Loans”), Great Lakes agrees as follows: (a) At the request of the Trustee or other pledgee of such Pledged Education Loans, Great Lakes will enter into a custodian agreement Custodian Agreement or other similar document, in form and substance reasonably acceptable to Great Lakes, the Lender and the such Trustee or other pledgee, for the purpose of establishing a bailment with respect to any Pledged Education Loans pledged to the Trustee or other pledgee. (b) Great Lakes shall hold all Pledged Education Loans and related documentation as bailee for and on behalf of the Trustee (or such other pledgee as may be applicable) for the Trustee’s intended purpose of perfecting the security or other interests of the such Trustee or other pledgee therein. (c) All sums received by Great Lakes with respect to Pledged Education Loans shall be held on behalf of the Trustee or other applicable pledgee, including, including but not limited to, all payments of principal and interest interest, and insurance or guarantee payments. All such funds shall be held in a segregated account (which may, however, contain funds belonging to other Great Lakes servicing customers, including Great Lakes affiliates) and shall not be commingled with any of Great Lakes’ other funds and shall be accounted for such that all such funds are identified separately from all other payments received by Great Lakes in respect of the servicing of loans. Any such amounts, if received by Great Lakes, shall be remitted only to the Trustee or other pledgee, and not to the Lender, unless otherwise directed by the Trustee or other applicable pledgee. (d) If any Education Loans are Pledged Education Loans, all periodic reports required to be furnished pursuant to this Agreement shall be furnished to the Trustee. (e) With respect to the servicing of any Pledged Education Loans on behalf of or for the benefit of the Trustee or any other applicable pledgee, no amendment, modification modification, or addition to this Agreement shall be effective with respect to the any Trustee or such other applicable pledgee without its their written approval approval, consent, or consent or the direction of Trustee. (f) Great Lakes waives any lien that it might have pursuant to statute or otherwise available at law or in equity on any and all notes evidencing Pledged Education Loans held by it on behalf of the Trustee Trustee, and on any and all related documentation, including all moneys and proceeds derived therefrom or relating thereto. Notwithstanding the foregoing, if Great Lakes incurs cost or expense (i) due to an “unreasonable act” of the a Guarantor resulting in the Guarantor’s refusal to pay a claim claim, or (ii) due to the Lender failing to make payments to the U.S. Secretary of Education (the “Secretary”) Department required by law or regulationRegulation, Great Lakes may offset such cost or expense against moneys derived from Pledged Education Loans serviced by Great Lakes and held by the Lender on behalf of the Trustee. In addition, Great Lakes may offset against such derived moneys in the event fees due it are not paid in accordance with this Agreementagreement. (g) Great Lakes shall administer and collect all Pledged Education Loans in a competent, diligent and orderly fashion and in accordance with all requirements of the Act, the Secretary and this Agreement. If there is an Event of Default under the Indenture and the Trustee forecloses on its security interest on the Pledged Education Loans, then the Trustee shall assume all duties and obligations of the Issuer Lender hereunder.

Compliance With Lender Bond Documents. In the event that any Loans that the which Lender delivers to Great Lakes for servicing hereunder constitute “Financed Eligible Student Loans” under the Indenture Indenture: of Trust dated as of the Closing Date January 1, 2004 (the “Indenture”) among the Lender), the between Lender and The Bank of New York, as Eligible Lender Trustee and The Bank of New York, York as indenture trustee Indenture Trustee (the “Trustee”), or are pledged in connection with, or constitute collateral under any similar indenture or loan agreement pledging or granting to any entity a security interest therein (all such Loans or other loans pledged to or held by a trustee or other entity are hereafter referred to as the “Pledged Education Loans”), Great Lakes agrees as follows: (a) At the request of the Trustee or other pledgee of such Pledged Education Loans, Great Lakes will enter into a custodian agreement Custodian Agreement or other similar document, in form and substance reasonably acceptable to Great Lakes, the Lender and the such Trustee or other pledgee, for the purpose of establishing a bailment with respect to any Pledged Education Loans pledged to the Trustee or other pledgee. (b) Great Lakes shall hold all Pledged Education Loans and related documentation as bailee for and on behalf of the Trustee (or such other pledgee as may be applicable) for the Trustee’s intended purpose of perfecting the security or other interests of the such Trustee or other pledgee therein. (c) All sums received by Great Lakes with respect to Pledged Education Loans shall be held on behalf of the Trustee or other applicable pledgee, including, including but not limited to, all payments of principal and interest interest, and insurance or guarantee payments. All such funds shall be held in a segregated account (which may, however, contain funds belonging to other Great Lakes servicing customers, including Great Lakes affiliates) and shall not be commingled with any of Great Lakes’ ’s other funds and shall be accounted for such that all such funds are identified separately from all other payments received by Great Lakes in respect of the servicing of loans. Any such amounts, if received by Great Lakes, shall be remitted only to the Trustee or other pledgee, and not to the Lender, unless otherwise directed by the Trustee or other applicable pledgee. (d) If any Education Loans are Pledged Education Loans, all periodic reports required to be furnished pursuant to this Agreement shall be furnished to the Trustee. (e) With respect to the servicing of any Pledged Education Loans on behalf of or for the benefit of the Trustee or any other applicable pledgee, no amendment, modification modification, or addition to this Agreement shall be effective with respect to the any Trustee or such other applicable pledgee without its their written approval or consent or the direction of Trusteeapproval. (f) Great Lakes waives any lien that it might have pursuant to statute or otherwise available at law or in equity on any and all notes evidencing Pledged Education Loans held by it on behalf of the Trustee Trustee, and on any and all related documentation, including all moneys and proceeds derived therefrom or relating thereto. Notwithstanding the foregoing, if Great Lakes incurs cost or expense (i) due to an “unreasonable act” of the a Guarantor resulting in the Guarantor’s refusal to pay a claim claim, or (ii) due to the Lender failing to make payments to the U.S. Secretary of Education (the “Secretary”) as required by law or regulationRegulation, Great Lakes may offset such cost or expense against moneys derived from Pledged Education Loans serviced by Great Lakes and held by the Lender on behalf of the Trustee. In addition, Great Lakes may offset against such derived moneys in the event fees due it are not paid in accordance with this Agreementagreement. (g) Great Lakes shall administer and collect all Pledged Education Loans in a competent, diligent and orderly fashion and in accordance with all requirements of the Act, the Secretary and this Agreement. If there is an Event of Default under the Indenture and the Trustee forecloses on its security interest on the Pledged Education Loans, then the Trustee shall assume all duties and obligations of the Issuer Lender hereunder.

Compliance With Lender Bond Documents. In the event that any Loans that the Lender loans which LENDER delivers to Great Lakes ACS for servicing hereunder constitute “Financed Eligible Student Loans” under the Indenture of Trust dated as of the Closing Date January 1, 2004 (the “Indenture”) among the Lender), the Eligible between Lender Trustee and The Bank of New York, as indenture trustee Eligible Lender Trustee, and The Bank of New York, as Indenture Trustee (the “Trustee”), or are pledged in connection with, or constitute collateral under any similar indenture or loan agreement pledging or granting to any entity a security interest therein (all such Loans loans or other loans pledged to or held by a trustee or other entity are hereafter referred to as the “Pledged Education Loans”), Great Lakes ACS agrees as follows: (a) At the request of the Trustee or other pledgee of such Pledged Education Loans, Great Lakes ACS will enter into a custodian agreement Custodian Agreement or other similar document, in form and substance reasonably acceptable to Great LakesACS, the Lender LENDER and the such Trustee or other pledgee, for the purpose of establishing a bailment with respect to any Pledged Education Loans pledged to the Trustee or other pledgee. (b) Great Lakes ACS shall hold all Pledged Education Loans and related documentation as bailee for and on behalf of the Trustee (or such other pledgee as may be applicable) for the Trustee’s intended purpose of perfecting the security or other interests of the such Trustee or other pledgee therein. (c) All sums received by Great Lakes ACS with respect to Pledged Education Loans shall be held on behalf of the Trustee or other applicable pledgee, including, including but not limited to, all payments of principal and interest interest, and insurance or guarantee payments. All such funds shall be held in a segregated account (which may, however, contain funds belonging to other Great Lakes ACS servicing customers, including Great Lakes ACS affiliates) and shall not be commingled with any of Great Lakes’ ACS’s other funds and shall be accounted for such that all such funds are identified separately from all other payments received by Great Lakes ACS in respect of the servicing of loans. Any such amounts, if received by Great LakesACS, shall be remitted only to the Trustee or other pledgee, and not to the LenderLENDER, unless otherwise directed by the Trustee or other applicable pledgee. (d) If any Education Loans loans are Pledged Education Loans, all periodic reports (including those on Exhibit A) required to be furnished pursuant to this Agreement shall be furnished to the TrusteeTrustee at the following address: The Bank of New York, Attn: Corporate Trust Manager, 10000 Xxxxxxxxx Xxxxxxx, 0xx Xxxxx, Xxxxxxxxxxxx, XX 00000. (e) With respect to the servicing of any Pledged Education Loans on behalf of or for the benefit of the Trustee or any other applicable pledgee, no amendment, modification modification, or addition to this Agreement shall be effective with respect to the any Trustee or such other applicable pledgee without its their written approval approval, consent, or consent or the direction of Trustee. (f) Great Lakes ACS waives any lien that it might have pursuant to statute or otherwise available at law or in equity on any and all notes evidencing Pledged Education Loans held by it on behalf of the Trustee Trustee, and on any and all related documentation, including all moneys and proceeds derived therefrom or relating thereto. Notwithstanding the foregoing, if Great Lakes ACS Confidential and Proprietary 16 incurs cost or expense (i) due to an “unreasonable act” of the a Guarantor resulting in the Guarantor’s refusal to pay a claim claim, or (ii) due to the Lender LENDER failing to make payments to the U.S. Secretary of Education (the “Secretary”) Department required by law or regulationRegulation, Great Lakes ACS may offset such cost or expense against moneys derived from Pledged Education Loans serviced by Great Lakes ACS and held by the Lender LENDER on behalf of the Trustee. In addition, Great Lakes ACS may offset against such derived moneys in the event fees due it are not paid in accordance with this Agreement. (g) Great Lakes shall administer and collect all Pledged Education Loans in a competent, diligent and orderly fashion and in accordance with all requirements of the Act, the Secretary and this Agreement. If there is an Event of Default under the Indenture and the Trustee forecloses on its security interest on the Pledged Education Loans, then the Trustee shall assume all duties and obligations of the Lender LENDER hereunder.. Executed as of the day and year first above written. By: /s/ Sxxxxx X. Xxxxxx Sxxxxx X. Xxxxxx, Managing Director By: /s/ Mxxxxx Xxxxxx Mxxxxx Xxxxxx, Senior Vice President By: /s/ Wxxxxxx X. Xxxxx Print Name: Wxxxxxx X. Xxxxx Title: Senior Vice President Confidential and Proprietary 17 1. LOAN CONVERSION Origination and Verification of Account Data Generation of Receipt of Loans Transferred Account Package Preparation Generation of Exceptions Report Renegotiation of Rejected Accounts Reconciliation and Balancing Keypunch Account Data Microfilm and Microfiche Copies Run Serialization Crosscheck Edit and Error Correction Appropriate Vault Space Generate Sale Transmittal Mail Conversion Notification to Borrower

Compliance With Lender Bond Documents. In the event that any Loans that the which Lender delivers to Great Lakes for servicing hereunder constitute “Financed Eligible Student Loans” under the Indenture of Trust dated as of the Closing Date March 1, 2002 (the “Indenture”) among the Lender), the between Lender and The Bank of New York, as Eligible Lender Trustee and The Bank of New York, York as indenture trustee Indenture Trustee (the “Trustee”), or are pledged in connection with, or constitute collateral under any similar indenture or loan agreement pledging or granting to any entity a security interest therein (all such Loans or other loans pledged to or held by a trustee or other entity are hereafter referred to as the “Pledged Education Loans”), Great Lakes agrees as follows: (a) At the request of the Trustee or other pledgee of such Pledged Education Loans, Great Lakes will enter into a custodian agreement Custodian Agreement or other similar document, in form and substance reasonably acceptable to Great Lakes, the Lender and the such Trustee or other pledgee, for the purpose of establishing a bailment with respect to any Pledged Education Loans pledged to the Trustee or other pledgee. (b) Great Lakes shall hold all Pledged Education Loans and related documentation as bailee for and on behalf of the Trustee (or such other pledgee as may be applicable) for the Trustee’s intended purpose of perfecting the security or other interests of the such Trustee or other pledgee therein. (c) All sums received by Great Lakes with respect to Pledged Education Loans shall be held on behalf of the Trustee or other applicable pledgee, including, including but not limited to, all payments of principal and interest interest, and insurance or guarantee payments. All such funds shall be held in a segregated account (which may, however, contain funds belonging to other Great Lakes servicing customers, including Great Lakes affiliates) and shall not be commingled with any of Great Lakes’ ’s other funds and shall be accounted for such that all such funds are identified separately from all other payments received by Great Lakes in respect of the servicing of loans. Any such amounts, if received by Great Lakes, shall be remitted only to the Trustee or other pledgee, and not to the Lender, unless otherwise directed by the Trustee or other applicable pledgee. (d) If any Education Loans are Pledged Education Loans, all periodic reports required to be furnished pursuant to this Agreement shall be furnished to the Trustee. (e) With respect to the servicing of any Pledged Education Loans on behalf of or for the benefit of the Trustee or any other applicable pledgee, no amendment, modification modification, or addition to this Agreement shall be effective with respect to the any Trustee or such other applicable pledgee without its their written approval or consent or the direction of Trusteeapproval. (f) Great Lakes waives any lien that it might have pursuant to statute or otherwise available at law or in equity on any and all notes evidencing Pledged Education Loans held by it on behalf of the Trustee Trustee, and on any and all related documentation, including all moneys and proceeds derived therefrom or relating thereto. Notwithstanding the foregoing, if Great Lakes incurs cost or expense (i) due to an “unreasonable act” of the a Guarantor resulting in the Guarantor’s refusal to pay a claim claim, or (ii) due to the Lender failing to make payments to the U.S. Secretary of Education (the “Secretary”) as required by law or regulationRegulation, Great Lakes may offset such cost or expense against moneys derived from Pledged Education Loans serviced by Great Lakes and held by the Lender on behalf of the Trustee. In addition, Great Lakes may offset against such derived moneys in the event fees due it are not paid in accordance with this Agreementagreement. (g) Great Lakes shall administer and collect all Pledged Education Loans in a competent, diligent and orderly fashion and in accordance with all requirements of the Act, the Secretary and this Agreement. If there is an Event of Default under the Indenture and the Trustee forecloses on its security interest on the Pledged Education Loans, then the Trustee shall assume all duties and obligations of the Issuer Lender hereunder.

Compliance With Lender Bond Documents. In the event that any Loans that the which Lender delivers to Great Lakes for servicing hereunder constitute “Financed Eligible Student Loans” under the Indenture of Trust dated as of the Closing Date February 1, 2003 (the “Indenture”) among the Lender), the between Lender and The Bank of New York, as Eligible Lender Trustee and The Bank of New York, York as indenture trustee Indenture Trustee (the “Trustee”), or are pledged in connection with, or constitute collateral under any similar indenture or loan agreement pledging or granting to any entity a security interest therein (all such Loans or other loans pledged to or held by a trustee or other entity are hereafter referred to as the “Pledged Education Loans”), Great Lakes agrees as follows: (a) At the request of the Trustee or other pledgee of such Pledged Education Loans, Great Lakes will enter into a custodian agreement Custodian Agreement or other similar document, in form and substance reasonably acceptable to Great Lakes, the Lender and the such Trustee or other pledgee, for the purpose of establishing a bailment with respect to any Pledged Education Loans pledged to the Trustee or other pledgee. (b) Great Lakes shall hold all Pledged Education Loans and related documentation as bailee for and on behalf of the Trustee (or such other pledgee as may be applicable) for the Trustee’s intended purpose of perfecting the security or other interests of the such Trustee or other pledgee therein. (c) All sums received by Great Lakes with respect to Pledged Education Loans shall be held on behalf of the Trustee or other applicable pledgee, including, including but not limited to, all payments of principal and interest interest, and insurance or guarantee payments. All such funds shall be held in a segregated account (which may, however, contain funds belonging to other Great Lakes servicing customers, including Great Lakes affiliates) and shall not be commingled with any of Great Lakes’ other funds and shall be accounted for such that all such funds are identified separately from all other payments received by Great Lakes in respect of the servicing of loans. Any such amounts, if received by Great Lakes, shall be remitted only to the Trustee or other pledgee, and not to the Lender, unless otherwise directed by the Trustee or other applicable pledgee. (d) If any Education Loans are Pledged Education Loans, all periodic reports required to be furnished pursuant to this Agreement shall be furnished to the Trustee. (e) With respect to the servicing of any Pledged Education Loans on behalf of or for the benefit of the Trustee or any other applicable pledgee, no amendment, modification modification, or addition to this Agreement shall be effective with respect to the any Trustee or such other applicable pledgee without its their written approval approval, consent, or consent or the direction of Trustee. (f) Great Lakes waives any lien that it might have pursuant to statute or otherwise available at law or in equity on any and all notes evidencing Pledged Education Loans held by it on behalf of the Trustee Trustee, and on any and all related documentation, including all moneys and proceeds derived therefrom or relating thereto. Notwithstanding the foregoing, if Great Lakes incurs cost or expense (i) due to an “unreasonable act” of the a Guarantor resulting in the Guarantor’s refusal to pay a claim claim, or (ii) due to the Lender failing to make payments to the U.S. Secretary of Education (the “Secretary”) Department required by law or regulationRegulation, Great Lakes may offset such cost or expense against moneys derived from Pledged Education Loans serviced by Great Lakes and held by the Lender on behalf of the Trustee. In addition, Great Lakes may offset against such derived moneys in the event fees due it are not paid in accordance with this Agreementagreement. (g) Great Lakes shall administer and collect all Pledged Education Loans in a competent, diligent and orderly fashion and in accordance with all requirements of the Act, the Secretary and this Agreement. If there is an Event of Default under the Indenture and the Trustee forecloses on its security interest on the Pledged Education Loans, then the Trustee shall assume all duties and obligations of the Issuer Lender hereunder.