Common use of Consolidation Loans Clause in Contracts

Consolidation Loans. During the Non-Competition Period, and subject to the terms of any applicable loan sale agreement between any member of the Navient Group and any member of the SLM BankCo Group: (i) If any member of the Navient Group or Effective Time Xxxxxx Xxx (other than Xxxxxx Mae Bank) purchased or purchases a loan from any member of the SLM BankCo Group, the SLM BankCo Group may not solicit a consolidation loan from the same borrower (a “customer”) even if the SLM BankCo Group makes a new Private Education Loan or Permitted Government Education Loan after the date the prior loan was purchased by the Navient Group; provided, however, that if the SLM BankCo Group complies with the second and third sentences of this Section 5.4(d)(i), making a consolidation loan to such customer shall not constitute a breach of this Agreement. If the SLM BankCo Group makes a consolidation loan to such customer within three years of the date the loan(s) were acquired from Xxxxxx Xxx Bank or any other member of the SLM BankCo Group by the Navient Group or Effective Time Xxxxxx Mae (other than Xxxxxx Xxx Bank), whether such acquisition occurred before or after the Effective Time), SLM BankCo shall present an option to the Navient Group to purchase such loan within 90 days of the date the consolidation loan was made, at a price of 100% of the principal balance plus 100% of the accrued and unpaid interest (“Par”). If Navient (or another member of the Navient Group) does not purchase the loan within 60 days of SLM BankCo’s request, then within the next 30 days SLM BankCo (or its designee within the SLM BankCo Group) will refund the premium paid on any of the underlying loan(s) that were owned by a member of the Navient Group based on the following schedule: if the consolidation loan is made (A) within the first year following the purchase, 88% of the premium will be refunded, (B) in the second year following purchase, 82% of the premium will be refunded, and (C) in the third year, 75% of the premium will be refunded. (ii) If any member of the SLM BankCo Group sells a loan to any member of the Navient Group (including any entity that becomes a member of the Navient Group after the Effective Time), the Navient Group may not solicit or make a consolidation loan to that customer that includes other loans of such customer that are held by the SLM BankCo Group; provided, however, that if the Navient Group complies with the second, third and fourth sentences of this Section 5.4(d)(i), making a consolidation loan to such customer that includes such other loans shall not constitute a breach of this Agreement. If, within three years of the date any member of the Navient Group (including any entity that becomes a member of the Navient Group after the Effective Time) acquired such loan from a member of the SLM BankCo Group, whether such loan was acquired before or after the Effective Time, any member of the Navient Group makes a consolidation loan which includes a loan made to such customer that is held by the SLM BankCo Group, Navient (or its designee within the Navient Group) will present to SLM BankCo, within 90 days of the date the consolidation loan was made, the right (a) to buy such loan at a price of Par within 60 days of Navient’s notification, in which case simultaneously with such purchase, SLM BankCo (or its designee within the SLM BankCo Group) shall refund the premium paid by the applicable member of the Navient Group per the schedule set forth in Section 5.4(d)(i), or (b) to propose a premium that Navient (or its designee within the Navient Group) would pay for the portion of the principal of the consolidation loan that was consolidated away from the SLM BankCo Group (the “BankCo Principal”). Within 15 days of being notified by Navient of the making of such consolidation loan, SLM BankCo will advise Navient in writing as to whether it (or its designee) will acquire the consolidation loan on the terms set forth in this paragraph, or SLM BankCo will propose in writing the premium that Navient (or its designee) would pay for the BankCo Principal. Within 45 days following such notification, Navient or another member of the Navient Group will either sell such consolidation loan to SLM BankCo on the terms set forth in this paragraph, or, at Navient’s option, pay the premium on such BankCo Principal to SLM BankCo or its designee (in lieu of such sale).

Consolidation Loans. During the Non-Competition Period, and subject to the terms of any applicable loan sale agreement between any member of the Navient Group and any member of the SLM BankCo Groupagreement: (i) If any member of the Navient Group or Effective Time Xxxxxx Xxx (other than Xxxxxx Mae Bank) purchased or purchases a loan from any member of the SLM BankCo Group, the SLM BankCo Group may not solicit a consolidation loan from the same borrower (a “customer”) such customer even if the SLM BankCo Group makes a new Private Education Loan or Permitted Government Education Loan after the date the prior loan was purchased by the Navient Group; provided, however, that if the SLM BankCo Group complies with the second and third sentences of this Section 5.4(d)(i), making a consolidation loan to such customer shall not constitute a breach of this Agreement. If the SLM BankCo Group makes a consolidation loan to such customer within three years of the date the loan(s) were acquired from Xxxxxx Xxx Bank or any other member of the SLM BankCo Group by the Navient Group or Effective Time Xxxxxx Mae (other than Xxxxxx Xxx Bank), whether such acquisition occurred before or after the Effective Time)Group, SLM BankCo shall present an option to the Navient Group to purchase such loan within 90 days of the date the consolidation loan was made, at a price of 100% of the principal balance plus 100% of the accrued and unpaid interest (“Par”). If Navient (or another member of the Navient Group) does not purchase the loan within 60 days of SLM BankCo’s request, then within the next 30 days SLM BankCo (or its designee within the SLM BankCo Group) Group will refund the premium paid on any of the underlying loan(s) that were owned by a member of the Navient Group based on the following schedule: if the consolidation loan is made (A) within the first year following the purchase, 88% of the premium will be refunded, (B) in the second year following purchase, 82% of the premium will be refunded, and (C) in the third year, 75% of the premium will be refunded. (ii) If any member of the SLM BankCo Group sells a loan to any member of the Navient Group (including any entity that becomes a member of the Navient Group after the Effective Time)Group, the Navient Group may not solicit or make a consolidation loan to that customer that includes other loans of such customer that are held by the SLM BankCo Group; provided, however, that if the Navient Group complies with the second, third and fourth sentences of this Section 5.4(d)(i), making a consolidation loan to such customer that includes such other loans shall not constitute a breach of this Agreement. If, within three years of the date any member of the Navient Group (including any entity that becomes a member of the Navient Group after the Effective Time) acquired such loan from a member of the SLM BankCo Grouploan, whether such loan was acquired before or after the Effective Time, any member of the Navient Group makes a consolidation loan which includes a loan made to such customer that is held by the SLM BankCo Group, Navient (or its designee within the Navient Group) will present to the SLM BankCoBankCo Group, within 90 days of the date the consolidation loan was made, the right an option (a) to buy such loan at a price of Par within 60 days of Navient’s notification, in which case simultaneously with such purchase, SLM BankCo (or its designee within the SLM BankCo Group) shall refund the premium paid by the applicable member of the Navient Group per the schedule set forth in Section 5.4(d)(i), or (b) to propose a premium that Navient (or its designee within the Navient Group) would pay for the portion of the principal of the consolidation loan that was consolidated away from the SLM BankCo Group (the “BankCo Principal”). Within 15 days of being notified by Navient of the making of such consolidation loan, SLM BankCo will advise Navient in writing as to whether it (or its designee) will acquire the consolidation loan on the terms set forth in this paragraph, or SLM BankCo will propose in writing the premium that Navient (or its designee) would pay for the BankCo Principal. Within 45 days following such notification, Navient or another a member of the Navient Group will either sell such consolidation loan to SLM BankCo on the terms set forth in this paragraph, or, at Navient’s option, pay the premium on such BankCo Principal Premium to SLM BankCo or its designee (in lieu of such sale).

Consolidation Loans. During the Non-Competition Period, and subject to the terms of any applicable loan sale agreement between any member of the Navient Group and any member of the SLM BankCo Group: (i) If any member of the Navient Group or Effective Time Xxxxxx Xxx Mae (other than Xxxxxx Mae Xxx Bank) purchased or purchases a loan from any member of the SLM BankCo Group, the SLM BankCo Group may not solicit a consolidation loan from the same borrower (a “customer”) even if the SLM BankCo Group makes a new Private Education Loan or Permitted Government Education Loan after the date the prior loan was purchased by the Navient Group; provided, however, that if the SLM BankCo Group complies with the second and third sentences of this Section 5.4(d)(i), making a consolidation loan to such customer shall not constitute a breach of this Agreement. If the SLM BankCo Group makes a consolidation loan to such customer within three years of the date the loan(s) were acquired from Xxxxxx Xxx Mae Bank or any other member of the SLM BankCo Group by the Navient Group or Effective Time Xxxxxx Mae Xxx (other than Xxxxxx Xxx Mae Bank), whether such acquisition occurred before or after the Effective Time), SLM BankCo shall present an option to the Navient Group to purchase such loan within 90 days of the date the consolidation loan was made, at a price of 100% of the principal balance plus 100% of the accrued and unpaid interest (“Par”). If Navient (or another member of the Navient Group) does not purchase the loan within 60 days of SLM BankCo’s request, then within the next 30 days SLM BankCo (or its designee within the SLM BankCo Group) will refund the premium paid on any of the underlying loan(s) that were owned by a member of the Navient Group based on the following schedule: if the consolidation loan is made (A) within the first year following the purchase, 88% of the premium will be refunded, (B) in the second year following purchase, 82% of the premium will be refunded, and (C) in the third year, 75% of the premium will be refunded. (ii) If any member of the SLM BankCo Group sells a loan to any member of the Navient Group (including any entity that becomes a member of the Navient Group after the Effective Time), the Navient Group may not solicit or make a consolidation loan to that customer that includes other loans of such customer that are held by the SLM BankCo Group; provided, however, that if the Navient Group complies with the second, third and fourth sentences of this Section 5.4(d)(i), making a consolidation loan to such customer that includes such other loans shall not constitute a breach of this Agreement. If, within three years of the date any member of the Navient Group (including any entity that becomes a member of the Navient Group after the Effective Time) acquired such loan from a member of the SLM BankCo Group, whether such loan was acquired before or after the Effective Time, any member of the Navient Group makes a consolidation loan which includes a loan made to such customer that is held by the SLM BankCo Group, Navient (or its designee within the Navient Group) will present to SLM BankCo, within 90 days of the date the consolidation loan was made, the right (a) to buy such loan at a price of Par within 60 days of Navient’s notification, in which case simultaneously with such purchase, SLM BankCo (or its designee within the SLM BankCo Group) shall refund the premium paid by the applicable member of the Navient Group per the schedule set forth in Section 5.4(d)(i), or (b) to propose a premium that Navient (or its designee within the Navient Group) would pay for the portion of the principal of the consolidation loan that was consolidated away from the SLM BankCo Group (the “BankCo Principal”). Within 15 days of being notified by Navient of the making of such consolidation loan, SLM BankCo will advise Navient in writing as to whether it (or its designee) will acquire the consolidation loan on the terms set forth in this paragraph, or SLM BankCo will propose in writing the premium that Navient (or its designee) would pay for the BankCo Principal. Within 45 days following such notification, Navient or another member of the Navient Group will either sell such consolidation loan to SLM BankCo on the terms set forth in this paragraph, or, at Navient’s option, pay the premium on such BankCo Principal to SLM BankCo or its designee (in lieu of such sale).