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Exhibit 10.10
LENDER AGREEMENT FOR GUARANTEE OF
STUDENT LOANS WITH FEDERAL REINSURANCE
(SECONDARY MARKET LENDER)
For loans eligible for guarantee under the Higher Education Act of
1965, as amended (the "Act").
WHEREAS, Star Bank, N.A. as Trustee for Student Loan Funding located at
000 Xxxxxx Xxxxxx, Xxxxxxxxxx, XX 00000, using DE Lender ID number (*See below)
(the "Lender") wishes to secure loan guarantees with the Nebraska Student Loan
Program, Inc. ("NSLP") on federal student loans made to "Eligible Borrowers" (as
hereinafter defined) purchased by Lender from eligible institutions pursuant to
the Act; and
WHEREAS, Lender represents that it is an eligible secondary market
lender under the provisions of the Act and the "Program Rules" (as hereinafter
defined).
NOW, THEREFORE, it is mutually agreed that:
1. The following words and terms shall have the following
meanings unless otherwise herein provided or unless the
context or use clearly indicates another or differing meaning
or intent:
(a) "Act" shall mean Title IV, Part B, of the Higher
Education Act of 1965, as amended, the regulations
promulgated thereunder, and all official
interpretations of federal requirements as issued by
the U.S. Department of Education ("ED");
(b) "Agreement" shall mean this Agreement;
(c) "Eligible Borrower" shall mean a borrower as defined
by the Act;
(d) "Eligible Loan" shall mean a loan as defined by the
Act; and
(e) "Program Rules" shall include, but are not limited
to, the Act, the Common Manual - Unified Student Loan
Policy, NSLP Operations Alerts and NSLP correspondent
materials. All such Program Rules, as amended from
time to time, are specifically incorporated into and
made a part of this Agreement.
2. NSLP shall guarantee Eligible Loans held by the Lender which
have been acquired in conformance with the Program Rules. For
each twelve month term commencing with the date of this
Agreement and continuing with the anniversary date thereof for
all years thereafter, Lender shall purchase Eligible Loans in
an amount not to exceed $60,000,000. In conjunction with the
purchase of Eligible Loans, NSLP shall provide guarantee and
related services to Lender in conformance with the Act and the
Program Rules. NSLP shall review the principal amount of
Eligible Loans on a quarterly basis to determine compliance
with respect to this provision.
*829626, 830631, 831008, 831299, 831455, 831640, 831692, 831785, 833361, 833207
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3. NSLP and the Lender agree that upon the default of a
promissory note and the filing of a claim on such promissory
note by the Lender, such claim shall be processed as provided
for in the Program Rules.
4. NSLP agrees to maintain reserves as defined by the Act for the
payment of claims/purchase of loans pursuant to the
reinsurance contracts with the Secretary of Education.
5. Lender shall only purchase Eligible Loans made by qualified
lenders to Eligible Borrowers permitted by the Program Rules.
6. The Lender shall determine that each Eligible Loan obligation
is a legal, valid and binding obligation of the Eligible
Borrower, and shall engage in the requisite due diligence
relative to the purchase, servicing, and collection of
Eligible Loans as required by the Program Rules. Lender shall
document in the loan file the basis on which it made its
determination and due diligence and retain the same for the
term required by the Program Rules. Lender acknowledges that
NSLP has no responsibility to review determinations or due
diligence activity of Lender.
7. Lender shall notify NSLP in writing if any servicing or
management of the Lender's Eligible Loans guaranteed by NSLP
is done by an entity other than Lender.
8. Each Eligible Loan purchased by Lender has been made at an
interest rate not otherwise prohibited by the Act.
9. Each Eligible Loan shall be subject to repayment on the terms
stated in the Act.
10. The Lender agrees to remit to NSLP any fees permitted by the
Act and the Program Rules or as otherwise required by XXXX
00. XXXX and the Lender agree that the guarantee on any particular
Eligible Loan shall be effective for the term of that Eligible
Loan on the effective date determined in accordance with the
Program Rules.
12. In purchasing and servicing Eligible Loans from Eligible
Borrowers, the Lender agrees to comply with all applicable
federal and state laws in addition to (and not in conflict
with) the Program Rules.
13. In the event the Lender, its servicing agent, any prior
transferor, transferees or subsequent servicing agent shall
violate or fail to comply with the Program Rules with respect
to any Eligible Loan, Lender shall assume liability for and
agrees to indemnify and keep harmless NSLP, its successors,
assigns, directors, officers and agents from and against any
and all liabilities, losses, damages, penalties, claims,
actions, expenses and disbursements, including legal fees and
expenses, imposed on, incurred by or asserted against them or
any
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of them, in any way relating to or arising out of such
violation or failure to comply with the Program Rules,
irrespective of whether NSLP shall have purchased such
Eligible Loans from the Lender.
14. The Lender shall maintain for all Eligible Loans guaranteed a
system of records and accounts, shall afford access thereto,
and shall furnish such periodic and separate reports as may
reasonably be required by the ED and NSLP under the Program
Rules. For Eligible Loans paid in full or otherwise
discharged, the records shall be retained by the Lender as
required by the Program Rules.
15. NSLP shall guarantee Eligible Loans without regard to sex,
age, race, color, religion, handicapped status, income,
national origin, or any other basis prohibited by applicable
law. The Lender will not discriminate in the acquisition of
Eligible Loans from originating lenders or in the treatment of
Eligible Borrowers on any prohibited basis.
16. This Agreement shall inure to the benefit of and be binding
upon NSLP, the Lender and their respective successors;
provided, however, this Agreement may not be assigned by
either party hereto, either in whole or in part, without the
prior written consent of the other party, which consent may
not be unreasonably withheld.
17. Subject to the prior written approval of the Lender, which
approval shall not be unreasonably withheld, NSLP may transfer
Eligible Loans which are guaranteed to any other guarantor
which has given NSLP its prior written approval of such
transfer. Lender may likewise transfer Eligible Loans to
another NSLP-approved lender or eligible holder, and shall
notify NSLP of any proposed transfer of NSLP guaranteed loans
by sale, payoff or pledge to such approved lender or eligible
holder.
18. This Agreement may be terminated by the Lender upon ninety
(90) days advance written notice to NSLP. The Lender is
required to give NSLP ninety (90) days advance written notice
of termination if the Lender intends to cease making Eligible
Loans under this Agreement. This Agreement may be terminated,
suspended or limited by NSLP in any manner provided for in the
Program Rules. Such termination, suspension or limitation
shall not affect the coverage of Eligible Loans previously
guaranteed.
In addition, this Agreement may be terminated by NSLP upon
ninety (90) days written notice to the Lender in the event
NSLP intends to cease guaranteeing Eligible Loans of Lender.
Lender will have 90 days from receipt of the termination
notice to obtain a guarantee from NSLP on all Eligible Loans
acquired prior to receipt of the termination notice.
19. Lender agrees to indemnify and hold harmless NSLP from any
obligations arising out of or related to Eligible Loans not
originated, acquired or serviced in the manner required by the
Act and the Program Rules.
20. This Agreement shall be governed by the laws of the State of
Nebraska, except to the extent federal law and/or regulations
apply to the subject matter hereof. This Agreement shall not
be varied by oral agreement but only by an instrument in
writing duly executed by both
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parties. Any legal or equitable judicial proceeding arising
out of or related to this Agreement shall be heard solely in
the courts located in the City of Lincoln, Lancaster County,
Nebraska, as the forum of choice of the parties to this
Agreement. This Agreement represents the entire understanding
of the parties with respect to the subject matter and
supersedes all other communications between the parties.
This Agreement is made this 1st day of June, 1998 .
----- ----- -----
LENDER: Corporate Name:
Star Bank, N.A. as Trustee for Student Loan
Funding
-----------------------------------------------------
Lender ID.#: 829626, 830631, 831008,
ATTEST: 831299, 831455, 831640, 831692,
831785, 833361, 833207
----------------------------------------
By: /s/ Xxxxxx Xxxxx By: /s/ Xxxxx X. Xxxxxxx
------------------------------------ --------------------------------------------------
Title: SENIOR TRUST OFFICER Title: Senior Trust Officer
--------------------------------- -----------------------------------------------
Signature Date: 4/21/98
--------------------------------------
ATTEST: NEBRASKA STUDENT LOAN PROGRAM, INC.
By: /s/ Xxxxxxx X. Xxxxx By: /s/ Xxxxx X. Xxxxxxxxxx
------------------------------------ --------------------------------------------------
Title: Supervisor, Admin. Services Title: President
--------------------------------- -----------------------------------------------
Signature Date: 4/29/98
--------------------------------------
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LENDER AGREEMENT FOR GUARANTEE OF
FEDERAL CONSOLIDATION LOANS WITH FEDERAL REINSURANCE
For loans eligible for guarantee under the Higher Education Act of
1965, as amended (the "Act")
WHEREAS, Star Bank, N.A. as Trustee for Student Loan Funding located at
Xxxxxxxxxx, XX 00000, using DE Lender ID number (*See below) _____________ (the
"Lender") wishes to secure loan guarantees with the Nebraska Student Loan
Program, Inc. ("NSLP") on "Federal Consolidation Loans" (as hereinafter defined)
made to "Eligible Borrowers" (as hereinafter defined); and
WHEREAS, Lender represents that it is an "eligible lender" under the
provisions of the Act and the "Program Rules" (as hereinafter defined); and
WHEREAS, Lender has previously executed the NSLP Lender Agreement for
Guarantee of Student Loans with Federal Reinsurance.
NOW, THEREFORE, it is mutually agreed that:
1. The following words and terms shall have the following
meanings unless otherwise herein provided or unless that
context or use clearly indicates another or differing meaning
or intent;
(a) "Act" shall mean Title IV, Part B, of the Higher
Education Act of 1965, as amended, the regulations
promulgated thereunder, and all official
interpretations of federal requirements as issued by
the U.S. Department of Education ("ED");
(b) "Agreement" shall mean this Agreement;
(c) "Eligible Borrower" shall mean a borrower as defined
by the Act:
(d) "Eligible Loan" shall mean a loan as defined by the
Act;
(e) "Federal Consolidation Loan" shall mean a student
loan which has been consolidated pursuant to and as
defined by the Act;
(f) "Initial Principal Amount" shall mean the principal
amount of a Federal Consolidation Loan when made; and
(g) "Program Rules" shall include, but are not limited
to, the Act, all correspondence, the Common Manual -
Unified Student Loan Policy, NSLP Operations Alerts
and NSLP correspondent materials. All such Program
Rules, as amended from time to time, are specifically
incorporated into and made a part of this Agreement.
2. NSLP shall guarantee Federal Consolidation Loans made or
acquired by the Lender which have been made in conformance
with the Program Rules.
*829626, 830631, 831008, 831299, 831455, 831640, 831692, 831785, 833361, 833207
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3. NSLP and the Lender agree that upon the default with respect
to a promissory note and the filing of a claim on such
promissory note by the Lender, such claim shall be processed
as provided for in the Program Rules.
4. NSLP agrees to maintain reserves as defined by the Act for the
payment of claims/purchase of loans pursuant to the
reinsurance contracts with the Secretary of Education.
5. Lender shall make a Federal Consolidation Loan only to
discharge Eligible Loans upon an Eligible Borrower's request.
6. Lender shall make a Federal Consolidation Loan only to those
Eligible Borrowers permitted by the Program Rules.
7. With respect to each Federal Consolidation Loan, the Lender
shall determine as to each Eligible Loan obligation to be
consolidated that each obligation:
(a) is a legal, valid and binding obligation of the
Eligible Borrower;
(b) was made and has been continuously serviced in
accordance with applicable laws and regulations and,
if guaranteed, requirements of the guarantor;
(c) each underlying loan is currently guaranteed under
the Act as of the date of the consolidation; and
(d) is not in default status as defined under the Act or
the Program Rules.
Lender shall document in the loan file the basis on which it
made its determination and retain that documentation for the
term required by the Program Rules. Lender acknowledges that
NSLP has no responsibility to review such determination of
Lender.
8. Unless otherwise required by the Act, each Federal
Consolidation Loan shall be made in a principal amount which
is equal to the sum of the unpaid principal and accrued unpaid
interest and late charges of the Eligible Loans to be
consolidated. The proceeds of each Federal Consolidation Loan
will be paid to the holder of each loan to be consolidated to
discharge the liability on such loans.
9. Each Federal Consolidation Loan shall be made at the interest
rate designated by the Act.
10. Each Federal Consolidation Loan shall be subject to repayment
on the terms stated in the Act.
11. The Lender agrees to remit to NSLP any fees permitted by the
Act and required by XXXX.
00. XXXX and the Lender agree that the guarantee on any particular
Federal Consolidation Loan shall be effective for the term of
that Federal Consolidation Loan determined in accordance with
the Program Rules, the effective date beginning on the date of
receipt by NSLP of any fee with respect to that Federal
Consolidation Loan or, if no fee is permitted or required,
beginning on the date of disbursement by Lender of that
Federal Consolidation Loan.
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13. In making Federal Consolidation Loans to Eligible Borrowers,
the Lender agrees to comply with all applicable federal and
state laws in addition to (and not in conflict with) the
Program Rules.
14. The Lender agrees to notify NSLP in writing within 60 days
from the date that each Federal Consolidation Loan is made.
15. The Lender shall maintain for all Federal Consolidation Loans
guaranteed a system of records and accounts, shall afford
access thereto, and shall furnish such periodic and separate
reports as may reasonably be required by the ED and NSLP under
the Program Rules. For Federal Consolidation Loans paid in
full or otherwise discharged, the records shall be retained by
the Lender as required by the Program Rules.
16. NSLP shall guarantee Federal Consolidation Loans without
regard to sex, age, race, color, religion, handicapped status,
income, national origin, or any other basis prohibited by
applicable law. The Lender will not discriminate in the making
of loans to Eligible Borrowers or in the treatment of such
Eligible Borrowers on any prohibited basis.
17. This Agreement shall inure to the benefit of and be binding
upon NSLP, the Lender, and their respective successors;
provided, however, that this Agreement may not be assigned by
either party hereto, either in whole or in part, without the
prior written consent of the other party, which consent may
not be unreasonably withheld.
18. Subject to the prior written approval of the Lender, which
approval shall not be unreasonably withheld, NSLP may transfer
Federal Consolidation Loans which are guaranteed to any other
guarantor which has given NSLP its prior written approval of
such transfer. (**See below)
19. This Agreement may be terminated by the Lender upon ninety
(90) days advance written notice to NSLP. The Lender is
required to give NSLP ninety (90) days advance written notice
of termination if the Lender intends to cease making Federal
Consolidation Loans under this Agreement. This Agreement may
be terminated, suspended or limited by NSLP in any manner
provided for in the Program Rules. Such termination,
suspension, or limitation shall not affect the coverage of
Federal Consolidation Loans previously guaranteed.
In addition, this Agreement may be terminated by NSLP upon
ninety (90) days written notice to the Lender, in the event
that NSLP intends to cease guaranteeing Federal Consolidation
Loans of Lender. Upon receipt of the termination notice,
Lender shall immediately cease origination and disbursement of
all Consolidation Loans. Lender will have 90 days from receipt
of the termination notice to obtain a guarantee from NSLP on
all Consolidation Loans originated and disbursed prior to
receipt of the termination notice.
20. Lender agrees to indemnify and hold harmless NSLP from any
obligations arising out of or related to Federal
Consolidation Loans not originated and serviced in the manner
required by the Act and the Program Rules.
**Lender may likewise transfer Eligible Loans to another NSLP-approved Lender or
Eligible Holder, and shall notify NSLP of any proposed transfer of NSLP
guaranteed loans by sale, payoff or pledge to such approved Lender or Eligible
Holder.
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21. This Agreement shall be governed by the laws of the State of
Nebraska, except to the extent federal law and or regulations
apply to the subject matter hereof. This Agreement shall not
be varied by oral agreement but only by an instrument in
writing duly executed by both parties. Any legal or equitable
judicial proceeding arising out of or related to this
Agreement shall be heard solely in the courts located in the
City of Lincoln, Lancaster County, Nebraska, as the forum of
choice of the parties to this Agreement. This Agreement
represents the entire understanding of the parties with
respect to the subject matter and supersedes all other
communications between the parties.
22. Nothing contained in this Agreement amends or modifies in any
way the Nebraska Student Loan Program, Inc. Lender Agreement
for Guarantee of Student Loans with Federal Reinsurance
between Lender and NSLP, including any addendum or amendment
to that agreement.
This Agreement is made this 1st day of June , 1998 .
----- ------ -----
Star Bank, N.A. as Trustee for
LENDER: Student Loan Funding
-----------------------------------------------------
Lender ID.#: 829626, 830631, 831008,
ATTEST: 831299, 831455, 831640, 831692,
831785, 833361, 833207
----------------------------------------
By: /s/ Xxxxxx Xxxxx By: /s/ Xxxxx X. Xxxxxxx
------------------------------------ --------------------------------------------------
Title: SENIOR TRUST OFFICER Title: Senior Trust Officer
--------------------------------- -----------------------------------------------
Signature Date: 4/21/98
--------------------------------------
The above contract accepted in Lincoln, Nebraska this 1st day of June,
---- ------
1998, by NSLP, which date is the effective date of this Agreement.
---
ATTEST: NEBRASKA STUDENT LOAN PROGRAM, INC.
By: /s/ Xxxxxxx X. Xxxxx By: /s/ Xxxxx X. Xxxxxxxxxx
------------------------------------ --------------------------------------------------
Title: Supervisor, Admin. Services Xxxxx X. Xxxxxxxxxx, President
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NEBRASKA STUDENT LOAN PROGRAM, INC. ("NSLP")
LINCOLN, NEBRASKA
CERTIFICATE OF GUARANTEE
WITH RESPECT TO
FEDERAL CONSOLIDATION LOANS
DE Lender ID #: 829626, 830631, 831008, 831299, 831455, 831640, 831692, 831785, 833361, 833207
-------------------------------------------------------------------------------
WHEREAS, the Nebraska Student Loan Program, Inc. ("NSLP"), located in
Lincoln, Nebraska and Star Bank, N.A. as Trustee for Student Loan Funding
located in Xxxxxxxxxx, XX 00000 (the "Lender") have entered into a Lender
Agreement for Guarantee of Federal Consolidation Loans with Federal Reinsurance
dated April 21, 1998 (the "Agreement"), and
WHEREAS, under the Agreement, the Lender has agreed to make Federal
Consolidation Loans for the purpose of discharging Eligible Loans of Eligible
Borrowers; and
WHEREAS, NSLP has agreed that such Federal Consolidation Loans, if made
by Lender in accordance with the terms of the Agreement, will be guaranteed by
NSLP.
NOW, THEREFORE, to evidence its intent to guarantee, NSLP issues this
Certificate of Guarantee ("Certificate") upon the following terms and
conditions:
1. All capitalized terms in this Certificate not otherwise
defined herein shall have the same meaning as those
capitalized terms defined in the Agreement. Such capitalized
terms and definitions are specifically incorporated by
reference in this Certificate.
2. This Certificate shall be effective with respect to Federal
Consolidation Loans made by Lender, from the date of the
Agreement, until one of the parties terminates the Agreement.
3. Federal Consolidation Loans guaranteed under this Agreement
and this Certificate shall carry terms and conditions as
required by the Act and Program Rules.
4. Repayment of each Federal Consolidation loan will be required
by the Act and Program Rules.
5. This Certificate shall be cancelled and be of no further
effect in the event that the Agreement is terminated by either
party in accordance with the terms of the Agreement.
6. This Certificate shall be cancelled by NSLP, either finally or
temporarily or the effectiveness of this Certificate may be
limited by NSLP, as appropriate, in accordance with the terms
of the Act and Program Rules.
7. No cancellation or limitation of this Certificate shall affect
the guarantee coverage of Federal Consolidation Loans made
prior to the effective date of such cancellation or
limitation.
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8. Claims under this Certificate shall be made to NSLP as
described in the Act and Program Rules.
9. The Lender's right to make a claim under this Certificate may
be assigned to a subsequent owner/transferee of a Federal
Consolidation Loan guaranteed under this Certificate.
However, with respect to a Federal Consolidation Loan
transferred, any such transferee must be an Eligible Lender,
a signatory to the NSLP Lender Agreement, and bound by the
terms of the Agreement and this Certificate prior to the date
of transfer of ownership.
Dated: 4/27/98
-----------------------------
NEBRASKA STUDENT LOAN PROGRAM, INC.
Approved by:
/s/ Xxxxx X. Xxxxxxxxxx
-----------------------------------
Xxxxx X. Xxxxxxxxxx, President
