SALE AGREEMENT MASTER SECURITIZATION TERMS NUMBER 1000Initial Sale Agreement • July 24th, 2007 • SLM Student Loan Trust 2007-5 • Asset-backed securities • New York
These Sale Agreement Master Securitization Terms Number 1000 (“Master Sale Terms”) dated as of July 19, 2007 among SLM Funding LLC (in such capacity, the “Seller”), SLM Student Loan Trust 2007-5 (the “Purchaser”), and The Bank of New York Trust Company, N.A., not in its individual capacity but solely as Interim Eligible Lender Trustee (the “Interim Eligible Lender Trustee”) for the benefit of the Seller under the Funding Interim Trust Agreement dated as of July 19, 2007 between the Seller and the Interim Eligible Lender Trustee, and The Bank of New York Trust Company, N.A., not in its individual capacity but solely as Eligible Lender Trustee on behalf of the Purchaser (the “Eligible Lender Trustee”), shall be effective upon execution by the parties hereto. References to the Seller herein mean the Interim Eligible Lender Trustee, and references to the Purchaser mean the Eligible Lender Trustee, for all purposes involving the holding or transferring of legal title to the Trust Student Lo
SLM STUDENT LOAN TRUST 2007-5 ADMINISTRATION AGREEMENT Dated as of July 19, 2007 Among SLM FUNDING LLC SLM STUDENT LOAN TRUST 2007-5 THE BANK OF NEW YORK TRUST COMPANY, N.A., as Eligible Lender Trustee SALLIE MAE, INC. and DEUTSCHE BANK TRUST COMPANY...Administration Agreement • July 24th, 2007 • SLM Student Loan Trust 2007-5 • Asset-backed securities • New York
SLM Student Loan Trust 2007-5 Administration Agreement, dated as of July 19, 2007 (this “Agreement”), among SLM Funding LLC (the “Depositor”), SLM Student Loan Trust 2007-5 (the “Issuer”), The Bank of New York Trust Company, N.A., not in its individual capacity but solely in its capacity as eligible lender trustee (in such capacity, the “Eligible Lender Trustee”), Deutsche Bank Trust Company Americas, not in its individual capacity but solely in its capacity as indenture trustee (in such capacity, the “Indenture Trustee”), Sallie Mae, Inc., not in its individual capacity but solely in its capacity as servicer (in such capacity, the “Servicer”), and Sallie Mae, Inc., not in its individual capacity but solely in its capacity as administrator (in such capacity, the “Administrator”).
SERVICING AGREEMENT among SALLIE MAE, INC., as Servicer, SALLIE MAE, INC., as Administrator, SLM STUDENT LOAN TRUST 2007-5, THE BANK OF NEW YORK TRUST COMPANY, N.A., not in its individual capacity but solely as Eligible Lender Trustee and DEUTSCHE...Servicing Agreement • July 24th, 2007 • SLM Student Loan Trust 2007-5 • Asset-backed securities • New York
Sallie Mae, Inc. (in such capacity, the “Servicer”), a Delaware corporation, hereby agrees with (i) SLM Student Loan Trust 2007-5 (the “Issuer”), (ii) The Bank of New York Trust Company, N.A., a national banking association, not in its individual capacity but solely in its capacity as eligible lender trustee (the “Eligible Lender Trustee”) under a trust agreement dated as of March 7, 2007, among SLM Funding LLC, Chase Bank USA, National Association, as predecessor in interest to the Eligible Lender Trustee and The Bank of New York (Delaware) as Delaware trustee (the “Delaware Trustee”), as amended and restated by an amended and restated trust agreement dated as of July 19, 2007 (the “Trust Agreement”) among SLM Funding LLC, the Eligible Lender Trustee, the Delaware Trustee and Deutsche Bank Trust Company Americas, not in its individual capacity but solely in its capacity as the indenture trustee (the “Indenture Trustee”), under an indenture (the “Indenture”) dated as of July 19, 2007 a
AMENDED AND RESTATED TRUST AGREEMENT among SLM FUNDING LLC, as Depositor THE BANK OF NEW YORK TRUST COMPANY, N.A., not in its individual capacity but solely as Eligible Lender Trustee, THE BANK OF NEW YORK (DELAWARE), not in its individual capacity...Trust Agreement • July 24th, 2007 • SLM Student Loan Trust 2007-5 • Asset-backed securities • Delaware
AMENDED AND RESTATED TRUST AGREEMENT dated as of July 19, 2007, among SLM FUNDING LLC, a Delaware limited liability company, as the Depositor, THE BANK OF NEW YORK TRUST COMPANY, N.A., a national banking association, not in its individual capacity but solely as the Eligible Lender Trustee, THE BANK OF NEW YORK (DELAWARE), a Delaware banking corporation, not in its individual capacity but solely as the Delaware Trustee, and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, not in its individual capacity but solely as the Indenture Trustee, acting as the Excess Distribution Certificate Paying Agent hereunder.
INTERIM TRUST AGREEMENT between SLM FUNDING LLC, as the Depositor and THE BANK OF NEW YORK TRUST COMPANY, N.A., not in its individual capacity but solely as the Interim Eligible Lender Trustee Dated as of July 19, 2007Interim Trust Agreement • July 24th, 2007 • SLM Student Loan Trust 2007-5 • Asset-backed securities • Delaware
INTERIM TRUST AGREEMENT (the “Agreement”), dated as of July 19, 2007, between SLM FUNDING LLC, a Delaware limited liability company (the “Depositor”), and THE BANK OF NEW YORK TRUST COMPANY, N.A., a national banking association, not in its individual capacity but solely as Interim Eligible Lender Trustee (the “Interim Eligible Lender Trustee”).
PURCHASE AGREEMENT MASTER SECURITIZATION TERMS NUMBER 1000Additional Purchase Agreement • July 24th, 2007 • SLM Student Loan Trust 2007-5 • Asset-backed securities • New York
These Purchase Agreement Master Securitization Terms Number 1000 (“Master Terms”) dated as of July 19, 2007 among SLM Education Credit Finance Corporation (“SLM ECFC”), SLM Funding LLC (“Funding”) and The Bank of New York Trust Company, N.A., not in its individual capacity but solely as Interim Eligible Lender Trustee (the “Interim Eligible Lender Trustee”) for the benefit of Funding under the Interim Trust Agreement dated as of July 19, 2007 between Funding and the Interim Eligible Lender Trustee, shall be effective upon execution by the parties hereto. References to Funding herein mean the Interim Eligible Lender Trustee for all purposes involving the holding or transferring of legal title to the Eligible Loans.
SLM Funding LLC Student Loan-Backed Notes Underwriting AgreementUnderwriting Agreement • July 24th, 2007 • SLM Student Loan Trust 2007-5 • Asset-backed securities • New York
provided, however, that any notice to an Underwriter pursuant to Section 9(c) hereof shall be delivered or sent by mail, telex or facsimile transmission to such Underwriter at its address set forth in the related Pricing Agreement. Any such statements, requests, notices or agreements shall take effect upon receipt thereof.
INTERIM TRUST AGREEMENT between VG FUNDING, LLC, as the Seller and THE BANK OF NEW YORK TRUST COMPANY, N.A., not in its individual capacity but solely as Eligible Lender Trustee for the benefit of VG Funding, LLC Dated as of July 19, 2007Interim Trust Agreement • July 24th, 2007 • SLM Student Loan Trust 2007-5 • Asset-backed securities • Delaware
INTERIM TRUST AGREEMENT (the “Agreement”), dated as of July 19, 2007, between VG Funding, LLC (“VG Funding”) as the Purchaser and subsequent Seller of certain Loans, and THE BANK OF NEW YORK TRUST COMPANY, N.A., a national banking association, not in its individual capacity but solely as Eligible Lender Trustee (the “VG Funding Eligible Lender Trustee”).
PURCHASE AGREEMENT MASTER SECURITIZATION TERMS NUMBER 1000Initial Purchase Agreement • July 24th, 2007 • SLM Student Loan Trust 2007-5 • Asset-backed securities • New York
These Purchase Agreement Master Securitization Terms Number 1000 (“Master Terms”) dated as of July 19, 2007 among (i) VG Funding, LLC (“VG Funding”), (ii) The Bank of New York Trust Company, N.A., not in its individual capacity but solely as Interim Eligible Lender Trustee (the “VG Funding Eligible Lender Trustee”), for the benefit of VG Funding under the VG Funding Interim Trust Agreement dated as of July 19, 2007 between VG Funding and the VG Funding Eligible Lender Trustee, (iii) SLM Funding LLC (“Funding”), (iv) The Bank of New York Trust Company, N.A., not in its individual capacity but solely as Interim Eligible Lender Trustee (the “Interim Eligible Lender Trustee”) for the benefit of Funding under the Interim Trust Agreement dated as of July 19, 2007 between Funding and the Interim Eligible Lender Trustee and (v) Sallie Mae, Inc., as servicer (the “Servicer”), shall be effective upon execution by the parties hereto. References to VG Funding herein mean the VG Funding Eligible Le
INDENTURE among SLM STUDENT LOAN TRUST 2007-5, as the Issuer, THE BANK OF NEW YORK TRUST COMPANY, N.A., not in its individual capacity but solely as the Eligible Lender Trustee and DEUTSCHE BANK TRUST COMPANY AMERICAS, not in its individual capacity...Indenture • July 24th, 2007 • SLM Student Loan Trust 2007-5 • Asset-backed securities • New York
INDENTURE, dated as of July 19, 2007, among SLM STUDENT LOAN TRUST 2007-5, a Delaware statutory trust (the “Issuer”), THE BANK OF NEW YORK TRUST COMPANY, N.A., a national banking association, not in its individual capacity but solely as eligible lender trustee on behalf of the Issuer (in such capacity, the “Eligible Lender Trustee”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, not in its individual capacity but solely as indenture trustee (in such capacity, the “Indenture Trustee”).
Pricing AgreementPricing Agreement • July 24th, 2007 • SLM Student Loan Trust 2007-5 • Asset-backed securities
