EXHIBIT 10.90
June 25, 0000
Xxxx xx Xxxxxxx, X.X, as
Bank of America Facility Agent
The Hearst Tower
000 X. Xxxxx Xxxxxx
XXX -027-19-01
Xxxxxxxxx, XX 00000
Attn: Bank of America Securities, LLC,
Global Structured Finance; Portfolio Management
Ladies and Gentlemen:
Pursuant to Section 2.03 of the Warehouse Note Purchase
and Security Agreement, dated as of May 1, 2003 (the
"Warehouse Note Purchase and Security Agreement"), among
Nelnet Education Loan Funding, Inc. (the "Borrower"), Xxxxx
Fargo Bank Minnesota, National Association, as trustee, Xxxxx
Fargo Bank Minnesota, National Association, as eligible lender
trustee, XX XXXX Trust, as a conduit lender, Bank of America,
N.A, as a facility agent and an alternate lender, Gemini
Securitization Corp., as a conduit lender, Deutsche Bank AG,
New York Branch, as a facility agent and an alternate lender,
Xxxxxx Capital Corporation, as a conduit lender, Societe
Generate, as a facility agent and an alternate lender, and
Bank of America, N.A., as administrative agent, the Borrower
hereby request that the Bank of America Facility Group
increase its Commitment under the Warehouse Note Purchase and
Security Agreement from $250,000,000 to $350,000,000 effective
on June 26,2003. Please acknowledge your acceptance, as the
Bank of America Facility Agent on behalf of the Bank of
America Facility Group, of this increase in the Commitment of
Bank of America, N.A., as Alternate Lender, for the Bank of
America Facility Group by executing and returning this letter
to us. Your execution of this letter shall constitute the
written evidence that the Bank of America Facility Group has
agreed to increase its Commitment pursuant to Section 2.03 of
the Warehouse Note Purchase and Security Agreement.
On the effective date of such increase, being June 26,
2003, the Borrower will provide Bank of America, N.A., as the
Bank of America Facility Agent, with a replacement Senior Note
in the maximum principal amount of $332,500,000 and a
replacement Subordinate Note in the maximum principal amount
of $17,500,000 in exchange for the existing Senior Note and
Subordinate Note issued to the Bank of America Facility Group.
Capitalized terms used in this letter and not defined
herein shall have the meanings assigned to such terms in the
Warehouse Note Purchase and Security Agreement.
Very truly yours,
NELNET EDUCATION LOAN FUNDING,
INC.
By /s/ Xxxxx Xxxxxx
----------------------------
Title: President
ACCEPTED AND AGREED TO:
BANK OF AMERICA, N.A.,
as Bank of America Facility Agent
By /s/ [ILLEGIBLE]
--------------------------------------
Title: Vice President
cc: Xxxxx Fargo Bank Minnesota, National Association
0xx xxx Xxxxxxxxx Xxxxxx
Xxxxxxxxxxx, Xxxxxxxxx 00000-0000
Attn: Corporate Trust Department