Common use of General Duties Clause in Contracts

General Duties. It shall be the duty of the Eligible Lender Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and the Excess Distribution Certificateholder subject to and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement to perform and act or to discharge any duty of the Eligible Lender Trustee hereunder or under any other Basic Document, and the Eligible Lender Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender Trustee shall have no obligation to administer, service or collect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student Loans.

General Duties. It shall be the duty of the Eligible Lender Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and the Excess Distribution Certificateholder subject to and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement to perform and any act or to discharge any duty of the Eligible Lender Trustee hereunder or under any other Basic Document, and the Eligible Lender Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender Trustee shall have no obligation to administer, service or collect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student Loans.

General Duties. It shall be the duty of the Eligible Lender Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and Agreement, the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and the holder of the Excess Distribution Certificateholder Certificate subject to and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement to perform and act or to discharge any duty of the Eligible Lender Trustee hereunder or under any other Basic Document, and the Eligible Lender Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender Trustee shall have no obligation to administer, service or collect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student Loans.

General Duties. It shall be the duty of the Eligible Lender Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and Agreement, the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and the holder of the Excess Distribution Certificateholder Certificate subject to and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement to perform and act or to discharge any duty of the Eligible Lender Trustee hereunder or under any other Basic Document, and the Eligible Lender Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender Trustee shall have no obligation to administer, service or collect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student Loans.

General Duties. It shall be the duty of the Eligible Lender -------------- Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and Agreement, the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and the holder of the Excess Distribution Certificateholder Certificate subject to and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement to perform and act or to discharge any duty of the Eligible Lender Trustee hereunder or under any other Basic Document, and the Eligible Lender Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender Trustee shall have no obligation to administer, service or collect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student Loans.

General Duties. It shall be the duty of the Eligible Lender Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Trust Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and holder of the Excess Distribution Certificateholder Trust Certificate, subject to and in accordance with the provisions of this Trust Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement to perform and any act or to discharge any duty of the Eligible Lender Trustee hereunder or under any other Basic Document, and the Eligible Lender Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender Trustee shall have no obligation to administer, service or collect the Trust Financed Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Financed Student Loans.

General Duties. It (a) Subject to the provisions and limitations of Section 2.03, it shall be the duty of the Eligible Lender Owner Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the each other Basic Documents Document to which the Trust it is a party and to administer the Trust in Issuer for the interest benefit of the Noteholders and the Excess Distribution Certificateholder Certificateholders, subject to and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Owner Trustee shall be deemed to have discharged (or caused to be discharged) its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement to perform and any act or to discharge any duty of the Eligible Lender Owner Trustee or the Issuer hereunder or under any other Basic Document, and the Eligible Lender Owner Trustee shall not be held liable for the default default, negligence or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender The Owner Trustee shall have no duty or obligation to administeroversee the Administrator in the exercise of its duties or obligations under the Administration Agreement. (b) The Owner Trustee shall cooperate with the Administrator in carrying out the Administrator's obligation to qualify and preserve the Issuer's qualification to do business in each jurisdiction, service if any, in which such qualification is or collect shall be necessary to protect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection validity and enforceability of the Indenture, the Notes, the Receivables and any other instrument and agreement included in the Owner Trust Student LoansEstate; provided that the Owner Trustee may rely on advice of counsel with respect to such obligation.

General Duties. It shall be the duty of the Eligible Lender Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and the Excess Distribution Certificateholder Certificateholders, subject to and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement to perform and act or to discharge any duty of the Eligible Lender Trustee hereunder or under any other Basic Document, and the Eligible Lender Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender Trustee shall have no obligation to administer, service or collect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student Loans.

General Duties. It shall be the duty of the Eligible Lender Delaware Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Trust Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and the Excess Distribution Certificateholder Certificateholders, subject to and in accordance with the provisions of this Trust Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Delaware Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Delaware Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Issuer Administrator or any other administrator has agreed in the Administration Agreement or the related administration agreement, as applicable, to perform and any act or to discharge any duty of the Eligible Lender Delaware Trustee hereunder or under any other Basic Document, and the Eligible Lender Delaware Trustee shall not be held liable for the default or failure of the Issuer Administrator or any other administrator to carry out its obligations under the Administration AgreementAgreement or related administration agreement, as applicable. Except as expressly provided in the Basic Documents, the Eligible Lender The Delaware Trustee shall have no obligation to administer, service or collect the Trust Financed Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Financed Student Loans.

General Duties. It shall be the duty of the Eligible Lender Delaware Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and the Excess Distribution Certificateholder Certificateholders, subject to and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Delaware Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Delaware Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement or the related administration agreement, as applicable, to perform and any act or to discharge any duty of the Eligible Lender Delaware Trustee hereunder or under any other Basic Document, and the Eligible Lender Delaware Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration AgreementAgreement or related administration agreement, as applicable. Except as expressly provided in the Basic Documents, the Eligible Lender The Delaware Trustee shall have no obligation to administer, service or collect the Trust Student Financed Eligible Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student Financed Eligible Loans.

General Duties. It shall be the duty of the Eligible Lender Delaware Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and the Excess Distribution Certificateholder Certificateholders, subject to and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Delaware Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Delaware Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Issuer Administrator or any other administrator has agreed in the Administration Agreement or the related administration agreement, as applicable, to perform and any act or to discharge any duty of the Eligible Lender Delaware Trustee hereunder or under any other Basic Document, and the Eligible Lender Delaware Trustee shall not be held liable for the default or failure of the Issuer Administrator or any other administrator to carry out its obligations under the Administration AgreementAgreement or related administration agreement, as applicable. Except as expressly provided in the Basic Documents, the Eligible Lender The Delaware Trustee shall have no obligation to administer, service or collect the Trust Student Financed Eligible Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student Financed Eligible Loans.

General Duties. It shall be the duty of the Eligible Lender Owner Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the other Basic Transaction Documents to which the Trust is a party and to administer the Trust Issuer in the interest of the Noteholders and the Excess Distribution Certificateholder Certificateholder, subject to Transaction Documents, and in accordance with the provisions of this Agreement and the other Basic DocumentsAgreement. Without limiting the foregoing, the Eligible Lender The Owner Trustee shall on behalf have no obligation to administer, service or collect the Receivables or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the DepositorReceivables. Notwithstanding the foregoing, the Eligible Lender Owner Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Transaction Documents to the extent the Administrator has agreed in the Administration Agreement to perform and any act or to discharge any duty of the Eligible Lender Issuer or the Owner Trustee hereunder or under any other Basic Transaction Document, and the Eligible Lender Owner Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration AgreementAgreement and shall have no duty to monitor the performance of the Administrator or any other Person under the Administration Agreement or any other Transaction Document. Except as expressly provided in the Basic Documents, the Eligible Lender The Owner Trustee shall have no obligation to administer, service or collect the Trust Student Loans Receivables or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student LoansReceivables. The Owner Trustee shall not be required to perform any of the obligations of the Issuer under any Transaction Document that are required to be performed by BANA, the Servicer, the Depositor, the Administrator or the Indenture Trustee.

General Duties. It shall be the duty of the Eligible Lender -------------- Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and the Excess Distribution Certificateholder Certificateholders, subject to and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement to perform and act or to discharge any duty of the Eligible Lender Trustee hereunder or under any other Basic Document, and the Eligible Lender Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender Trustee shall have no obligation to administer, service or collect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student Loans.

General Duties. It shall be the duty of the Eligible Lender Owner Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the other Basic Transaction Documents to which the Trust is a party and to administer the Trust Issuer in the interest of the Noteholders and the Excess Distribution Certificateholder Certificateholder, subject to the Transaction Documents, and in accordance with the provisions of this Agreement and the other Basic DocumentsAgreement. Without limiting the foregoing, the Eligible Lender The Owner Trustee shall on behalf have no obligation to administer, service or collect the Receivables or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the DepositorReceivables. Notwithstanding the foregoing, the Eligible Lender Owner Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Transaction Documents to the extent the Administrator has agreed in the Administration Agreement to perform and any act or to discharge any duty of the Eligible Lender Issuer or the Owner Trustee hereunder or under any other Basic Transaction Document, and the Eligible Lender Owner Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration AgreementAgreement and shall have no duty to monitor the performance of the Administrator or any other Person under the Administration Agreement or any other Transaction Document. Except as expressly provided in For the Basic Documentsavoidance of doubt, the Eligible Lender Owner Trustee shall have no obligation to administer, service or collect the Trust Student Loans Receivables or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student LoansReceivables. The Owner Trustee shall not be required to perform any of the obligations of the Issuer under any Transaction Document that are required to be performed by BANA, the Servicer, the Depositor, the Administrator or the Indenture Trustee.

General Duties. It shall be the duty of the Eligible Lender Delaware Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Trust Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and the Excess Distribution Certificateholder Certificateholders, subject to and in accordance with the provisions of this Trust Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Delaware Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor Sponsor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the DepositorSponsor. Notwithstanding the foregoing, the Eligible Lender Delaware Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Issuer Administrator or any other administrator has agreed in the Administration Agreement or the related administration agreement, as applicable, to perform and any act or to discharge any duty of the Eligible Lender Delaware Trustee hereunder or under any other Basic Document, and the Eligible Lender Delaware Trustee shall not be held liable for the default or failure of the Issuer Administrator or any other administrator to carry out its obligations under the Administration AgreementAgreement or related administration agreement, as applicable. Except as expressly provided in the Basic Documents, the Eligible Lender The Delaware Trustee shall have no obligation to administer, service or collect the Trust Financed Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Financed Student Loans.

General Duties. It (a) Subject to the provisions and limitations of Section 2.03, it shall be the duty of the Eligible Lender Owner Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the each other Basic Documents Document to which the Trust it is a party and to administer the Trust in Issuer for the interest benefit of the Noteholders and the Excess Distribution Certificateholder Certificateholders, subject to and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Owner Trustee shall be deemed to have discharged (or caused to be discharged) its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement to perform and any act or to discharge any duty of the Eligible Lender Owner Trustee or the Issuer hereunder or under any other Basic Document, and the Eligible Lender Owner Trustee shall not be held liable for the default default, negligence or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender The Owner Trustee shall have no duty or obligation to administeroversee the Administrator in the exercise of its duties or obligations under the Administration Agreement. (b) The Owner Trustee shall cooperate with the Administrator in carrying out the Administrator’s obligation to qualify and preserve the Issuer’s qualification to do business in each jurisdiction, service if any, in which such qualification is or collect shall be necessary to protect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection validity and enforceability of the Indenture, the Notes, the Receivables and any other instrument and agreement included in the Owner Trust Student LoansEstate; provided that the Owner Trustee may rely on advice of counsel with respect to such obligation.

General Duties. It shall be the duty of the Eligible Lender Owner Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Trust Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and holder of the Excess Distribution Certificateholder Trust Certificate, subject to and in accordance with the provisions of this Trust Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Owner Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Owner Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement to perform and any act or to discharge any duty of the Eligible Lender Owner Trustee hereunder or under any other Basic Document, and the Eligible Lender Owner Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender Owner Trustee shall have no obligation to administer, service or collect the Trust Financed Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Financed Student Loans.

General Duties. It shall be the duty of the Eligible Lender Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and holders of the Excess Distribution Certificateholder Trust Certificates, subject to and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement to perform and any act or to discharge any duty of the Eligible Lender Trustee hereunder or under any other Basic Document, and the Eligible Lender Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender Trustee shall have no obligation to administer, service or collect the Trust Financed Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Financed Student Loans.

General Duties. It shall be the duty of the Eligible Lender Delaware Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Trust Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and the Excess Distribution Certificateholder Certificateholders, subject to and in accordance with the provisions of this Trust Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Delaware Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Delaware Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator or any other administrator has agreed in the Administration Agreement or the related administration agreement, as applicable, to perform and any act or to discharge any duty of the Eligible Lender Delaware Trustee hereunder or under any other Basic Document, and the Eligible Lender Delaware Trustee shall not be held liable for the default or failure of the Administrator or any other administrator to carry out its obligations under the Administration AgreementAgreement or related administration agreement, as applicable. Except as expressly provided in the Basic Documents, the Eligible Lender The Delaware Trustee shall have no obligation to administer, service or collect the Trust Student Financed Eligible Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student Financed Eligible Loans.

General Duties. It shall be the duty of the Eligible Lender Owner Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the other Basic Transaction Documents to which the Trust Issuer is a party and to administer the Trust Issuer in the interest interests of the Noteholders and the Excess Distribution Certificateholder Certificateholders subject to and in accordance with the provisions of this Agreement and the other Basic Transaction Documents. Without limiting the foregoing, the Eligible Lender Owner Trustee shall on behalf of the Trust Issuer file and prove any claim or claims that may exist on behalf of the Trust Issuer against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Owner Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Transaction Documents to the extent the Administrator has agreed in the Administration Agreement to perform and act or to discharge any duty of the Eligible Lender Owner Trustee hereunder or under any other Basic Transaction Document, and the Eligible Lender Owner Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Transaction Documents, the Eligible Lender Owner Trustee shall have no obligation to administer, service or collect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student Loans.

General Duties. It shall be the duty of the Eligible Lender Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and the Excess Distribution Certificateholder Certificateholders, subject to and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement to perform and any act or to discharge any duty of the Eligible Lender Trustee hereunder or under any other Basic Document, and the Eligible Lender Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender Trustee shall have no obligation to administer, service or collect the Trust Financed Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Financed Student Loans.

General Duties. It shall be the duty of the Eligible Lender Owner Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust Issuer in the interest of the Noteholders and the Excess Distribution Certificateholder Certificateholders, subject to the 2020-A Basic Documents and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the DepositorAgreement. Notwithstanding the foregoing, the Eligible Lender Owner Trustee shall be deemed to have discharged its duties and responsibilities hereunder and to the extent expressly provided for under the other 2020-A Basic Documents to the extent the Administrator has agreed in the 2020-A Administration Agreement to perform and any act or to discharge any duty of the Eligible Lender Owner Trustee hereunder or under any other 2020-A Basic Document, and the Eligible Lender Owner Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the 2020-A Administration Agreement. Except as expressly provided The Owner Trustee agrees to perform its duties under this Agreement in good faith and in the Basic Documentsbest interests of the Issuer, but only upon the Eligible Lender express terms of this Agreement. To the fullest extent permitted by law, neither the Owner Trustee nor any of its officers, directors, employees, agents or Affiliates shall have any implied duties (including fiduciary duties) or liabilities otherwise existing at law or in equity with respect to the Issuer, which implied duties and liabilities are hereby eliminated. Every provision of this Agreement relating to the conduct or affecting the liability of or affording protection to the Trustee shall have no obligation be subject to administer, service or collect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection provisions of the Trust Student Loansthis Article Six and Article Seven.

General Duties. It shall be the duty of the Eligible Lender Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and Agreement, the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and the Excess Distribution Certificateholder Certificateholders, subject to and in accordance with the provisions of this Agreement and Agreement, the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement to perform and act or to discharge any duty of the Eligible Lender Trustee hereunder or under any other Basic Document, and the Eligible Lender Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender Trustee shall have no obligation to administer, service or collect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student Loans.

General Duties. It shall be the duty of the Eligible Lender Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Trust Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and holders of the Excess Distribution Certificateholder Trust Certificates, subject to and in accordance with the provisions of this Trust Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement to perform and any act or to discharge any duty of the Eligible Lender Trustee hereunder or under any other Basic Document, and the Eligible Lender Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender Trustee shall have no obligation to administer, service or collect the Trust Financed Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Financed Student Loans.

General Duties. It shall be the duty of the Eligible Lender Owner Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust Issuer in the interest of the Noteholders and the Excess Distribution Certificateholder Certificateholders, subject to the 2019-B Basic Documents and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the DepositorAgreement. Notwithstanding the foregoing, the Eligible Lender Owner Trustee shall be deemed to have discharged its duties and responsibilities hereunder and to the extent expressly provided for under the other 2019-B Basic Documents to the extent the Administrator has agreed in the 2019-B Administration Agreement to perform and any act or to discharge any duty of the Eligible Lender Owner Trustee hereunder or under any other 2019-B Basic Document, and the Eligible Lender Owner Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the 2019-B Administration Agreement. Except as expressly provided The Owner Trustee agrees to perform its duties under this Agreement in good faith and in the Basic Documentsbest interests of the Issuer, but only upon the Eligible Lender express terms of this Agreement. To the fullest extent permitted by law, neither the Owner Trustee nor any of its officers, directors, employees, agents or affiliates shall have any implied duties (including fiduciary duties) or liabilities otherwise existing at law or in equity with respect to the Issuer, which implied duties and liabilities are hereby eliminated. Every provision of this Agreement relating to the conduct or affecting the liability of or affording protection to the Trustee shall have no obligation be subject to administer, service or collect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection provisions of the Trust Student Loansthis Article Six and Article Seven.

General Duties. It shall be the duty of the Eligible Lender Owner Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust Issuer in the interest of the Noteholders and the Excess Distribution Certificateholder Certificateholders, subject to the 2019-A Basic Documents and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the DepositorAgreement. Notwithstanding the foregoing, the Eligible Lender Owner Trustee shall be deemed to have discharged its duties and responsibilities hereunder and to the extent expressly provided for under the other 2019-A Basic Documents to the extent the Administrator has agreed in the 2019-A Administration Agreement to perform and any act or to discharge any duty of the Eligible Lender Owner Trustee hereunder or under any other 2019-A Basic Document, and the Eligible Lender Owner Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the 2019-A Administration Agreement. Except as expressly provided The Owner Trustee agrees to perform its duties under this Agreement in good faith and in the Basic Documentsbest interests of the Issuer, but only upon the Eligible Lender express terms of this Agreement. To the fullest extent permitted by law, neither the Owner Trustee nor any of its officers, directors, employees, agents or affiliates shall have any implied duties (including fiduciary duties) or liabilities otherwise existing at law or in equity with respect to the Issuer, which implied duties and liabilities are hereby eliminated. Every provision of this Agreement relating to the conduct or affecting the liability of or affording protection to the Trustee shall have no obligation be subject to administer, service or collect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection provisions of the Trust Student Loansthis Article Six and Article Seven.

General Duties. It shall be the duty of the Eligible Lender Delaware Trustee to discharge (discharge, or cause to be discharged) , all of its responsibilities pursuant to the terms of this Agreement Amended and the Restated Trust Agreement, or any other Basic Documents documents or instruments to which the Trust it is a party party, and to administer the Trust in the interest of the Noteholders and the Excess Distribution Certificateholder subject to and Trust, in accordance with the provisions of this Amended and Restated Trust Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of Program Documents and any other documents or instruments to which the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or is a receivership proceeding involving the Depositorparty. Notwithstanding the foregoing, the Eligible Lender Delaware Trustee shall be deemed to have discharged its duties and responsibilities hereunder under this Amended and under Restated Trust Agreement and any other documents or instruments to which the other Basic Documents Trust is a party to the extent (a) such duties and responsibilities shall have been performed by the Administrator has agreed in and (b) the Administration Administrator is required or permitted under this Amended and Restated Trust Agreement, under the Administrative Services Agreement to perform and act or to discharge any duty of the Eligible Lender Trustee hereunder or under any other Basic Documentdocuments or instruments to which the Trust is a party, and to perform such act or discharge such duty of the Eligible Lender Delaware Trustee or the Trust; PROVIDED, HOWEVEr, that the Delaware Trustee shall not be held liable for the default or failure of the Administrator to carry out its required obligations under this Amended and Restated Trust Agreement or thereunder but only to the Administration Agreement. Except as expressly provided in extent such obligations are not also required to be carried out by the Basic Documents, the Eligible Lender Trustee shall have no obligation to administer, service or collect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student LoansDelaware Trustee.

General Duties. It shall be the duty of the Eligible Lender Owner Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant the duties expressly required to be performed by the Owner Trustee under the terms of this Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and the Excess Distribution Certificateholder Certificateholders, subject to the Transaction Documents and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the DepositorAgreement. Notwithstanding the foregoing, the Eligible Lender Owner Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Transaction Documents to the extent the Trust Depositor has agreed hereunder or the Servicer has agreed in the Sale and Servicing Agreement or the Administrator has agreed in the Administration Agreement to perform and any act or to discharge any duty of the Eligible Lender Owner Trustee hereunder or of the Trust under any other Basic Transaction Document, and the Eligible Lender Owner Trustee shall not be held personally liable for the default or failure of the Trust Depositor, the Administrator or the Servicer to carry out its obligations under the Administration Sale and Servicing Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender Administration Agreement or this Trust Agreement, as applicable. To the fullest extent permitted by law, neither the Owner Trustee nor any of its officers, directors, employees, agents or affiliates shall have any implied duties (including fiduciary duties) or liabilities otherwise existing at law or in equity with respect to the Trust, which implied duties and liabilities are hereby eliminated. Every provision of this Agreement relating to the conduct or affecting the liability of or affording protection to the Trustee shall have no obligation be subject to administer, service or collect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection provisions of the Trust Student Loansthis Article.

General Duties. It (a) Subject to the provisions and limitations of Section 2.03, it shall be the duty of the Eligible Lender Owner Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the each other Basic Documents to which the Trust it is a party and to administer the Trust in Issuer for the interest benefit of the Noteholders and the Excess Distribution Certificateholder Certificateholders, subject to the Basic Documents and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the DepositorAgreement. Notwithstanding the foregoing, the Eligible Lender Owner Trustee shall be deemed to have discharged (or caused to be discharged) its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement to perform and any act or to discharge any duty of the Eligible Lender Owner Trustee or the Issuer hereunder or under any other Basic Document, and the Eligible Lender Owner Trustee shall not be held liable for the default default, negligence or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender The Owner Trustee shall have no duty or obligation to administeroversee the Administrator in the exercise of its duties or obligations under the Administration Agreement. (b) The Owner Trustee shall cooperate with the Administrator in carrying out the Administrator's obligation to qualify and preserve the Issuer's qualification to do business in each jurisdiction, service if any, in which such qualification is or collect shall be necessary to protect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection validity and enforceability of the Indenture, the Notes, the Receivables and any other instrument and agreement included in the Owner Trust Student LoansEstate; provided that the Owner Trustee may rely on advice of counsel with respect to such obligation.

General Duties. It shall be the duty of the Eligible Lender Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the other Basic Trust Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders Administrative Agent, on behalf of the Lenders, and the Excess Distribution Certificateholder EDC Holder subject to and in accordance with the provisions of this Agreement and the other Basic Trust Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Trust Documents to the extent the Administrator has agreed in the Administration Agreement to perform and any act or to discharge any duty of the Eligible Lender Trustee hereunder or under any other Basic Trust Document, and the Eligible Lender Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Trust Documents, the Eligible Lender Trustee shall have no obligation to administer, service or collect the Trust Student Pledged Personal Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student Pledged Personal Loans. The Trustee shall not be required to advance any funds against collections on the Pledged Personal Loans or to any party under any Transaction Document.

General Duties. It shall be the duty of the Eligible Lender Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust in the interest interests of the Noteholders and the Excess Distribution Certificateholder Certificateholders, subject to and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims claims-paying procedure as part of an insolvency or a receivership bankruptcy proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement to perform and any act or to discharge any duty of the Eligible Lender Trustee hereunder or under any other Basic Document, and the Eligible Lender Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender Trustee shall have no obligation to administer, service or collect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student Loans.

General Duties. It shall be the duty of the Eligible Lender Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and Agreement, the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and the holder of the Excess Distribution Certificateholder Certificate subject to and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement to perform and act or to discharge any duty of the Eligible Lender Trustee hereunder or under any -12- other Basic Document, and the Eligible Lender Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender Trustee shall have no obligation to administer, service or collect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student Loans.

General Duties. It shall be the duty of the Eligible Lender Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and Agreement, the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders Certificateholders, and the holder of the Excess Distribution Certificateholder Certificate subject to and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement to perform and act or to discharge any duty of the Eligible Lender Trustee hereunder or under any other Basic Document, and the Eligible Lender Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender Trustee shall have no obligation to administer, service or collect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student Loans.

General Duties. It shall be the duty of the Eligible Lender Owner Trustee to discharge (or cause to be dischargeddischarged through the Administrator or such agents as shall be appointed by the Administrator) all of its responsibilities pursuant to the terms of this Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and the Excess Distribution Certificateholder Certificateholder, subject to the Basic Documents and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the DepositorAgreement. Notwithstanding the foregoing, the Eligible Lender Owner Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement Agreement, or the Trust Eligible Lender Trustee has agreed in the Trust Eligible Lender Trust Agreement, to perform and any act or to discharge any duty of the Eligible Lender Owner Trustee hereunder or under any other Basic Document, and the Eligible Lender Owner Trustee shall not be held liable for the default or failure of the Administrator or the Trust Eligible Lender Trustee, as the case may be, to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Agreement or Trust Eligible Lender Trustee shall have no obligation to administerTrust Agreement, service or collect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student Loansrespectively.

General Duties. It shall be the duty of the Eligible Lender Owner Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders Noteholders[, the RC Certificateholder] and the Excess Distribution Certificateholder subject to and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Owner Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Owner Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement to perform and any act or to discharge any duty of the Eligible Lender Owner Trustee hereunder or under any other Basic Document, and the Eligible Lender Owner Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender Owner Trustee shall have no obligation to administer, service or collect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student Loans.

General Duties. It shall be the duty of the Eligible -------------- Lender Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and the Excess Distribution Certificateholder Certificateholders, subject to and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement to perform and any act or to discharge any duty of the Eligible Lender Trustee hereunder or under any other Basic Document, and the Eligible Lender Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender Trustee shall have no obligation to administer, service or collect the Trust Financed Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Financed Student Loans.

General Duties. It shall be the duty of the Eligible Lender Owner Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and the Excess Distribution Certificateholder Certificateholders, subject to and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Owner Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Owner Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator [or the Back-up Administrator] has agreed in the Administration Agreement to perform and any act or to discharge any duty of the Eligible Lender Owner Trustee hereunder or under any other Basic Document, and the Eligible Lender Owner Trustee shall not be held liable for the default or failure of the Administrator [or the Back-up Administrator] to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender The Owner Trustee shall have no obligation to administer, service or collect the Trust Financed Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Financed Student Loans.

General Duties. It shall be the duty of the Eligible Lender Delaware Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and the Excess Distribution Certificateholder Certificateholders, subject to and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Delaware Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor Sponsor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the DepositorSponsor. Notwithstanding the foregoing, the Eligible Lender Delaware Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Issuer Administrator has agreed in the Administration Agreement or the related administration agreement, as applicable, to perform and any act or to discharge any duty of the Eligible Lender Delaware Trustee hereunder or under any other Basic Document, and the Eligible Lender Delaware Trustee shall not be held liable for the default or failure of the Issuer Administrator to carry out its obligations under the Administration AgreementAgreement or related administration agreement, as applicable. Except as expressly provided in the Basic Documents, the Eligible Lender The Delaware Trustee shall have no obligation to administer, service or collect the Trust Student Financed Eligible Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student Financed Eligible Loans.

General Duties. It shall be the duty of the Eligible Lender Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and the holder of the Excess Distribution Certificateholder Certificate subject to and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement to perform and act or to discharge any duty of the Eligible Lender Trustee hereunder or under any other Basic Document, and the Eligible Lender Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender Trustee shall have no obligation to administer, service or collect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student Loans.

General Duties. It shall be the duty of the Eligible Lender Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the other Basic Documents to which the Trust is a party and to administer the Trust in the interest of the Noteholders and the Excess Distribution Certificateholder Certificateholders subject to and in accordance with the provisions of this Agreement and the other Basic Documents. Without limiting the foregoing, the Eligible Lender Trustee shall on behalf of the Trust file and prove any claim or claims that may exist on behalf of the Trust against the Depositor in connection with any claims paying procedure as part of an insolvency or a receivership proceeding involving the Depositor. Notwithstanding the foregoing, the Eligible Lender Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the other Basic Documents to the extent the Administrator has agreed in the Administration Agreement to perform and act or to discharge any duty of the Eligible Lender Trustee hereunder or under any other Basic Document, and the Eligible Lender Trustee shall not be held liable for the default or failure of the Administrator to carry out its obligations under the Administration Agreement. Except as expressly provided in the Basic Documents, the Eligible Lender Trustee shall have no obligation to administer, service or collect the Trust Student Loans or to maintain, monitor or otherwise supervise the administration, servicing or collection of the Trust Student Loans.