AMENDMENT NO. 1 TO AMENDED AND RESTATED AGREEMENT FOR EDUCATION LOAN SERVICING
AMENDMENT
NO. 1 TO AMENDED AND RESTATED
This Amendment No. 1 to Amended and
Restated Agreement for Education Loan Servicing dated as of January 1, 2009
among Citibank (South Dakota), N.A., a national banking association (the
“Service Provider”), and The Student Loan Corporation, a Delaware corporation
(“Customer”) and Citibank, N.A., as trustee for The Student Loan Corporation, a
national banking association (“Citibank”).
WHEREAS,
the Service Provider, Customer and Citibank entered into an Amended and Restated
Agreement for Education Loan Servicing dated as of January 1, 2008 (the
“Agreement”); and
1. Section
12 of the Agreement shall be deleted in its entirety and replaced with the
following:
“Section
12. Notices.
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All
notices and other communications under this Agreement, (including any
invoices) shall be sent prepaid to the appropriate party at the following
address via overnight delivery service, inter-office courier, United
States Postal Service, or by facsimile or other electronic mail if the
party includes its facsimile or electronic mail address
below:
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SERVICE
PROVIDER:
Citibank,
(South Dakota), N.A.
000 X.
00xx
Xxxxxx Xxxxx
Xxxxx
Xxxxx XX 00000
Fax
Number: 000-000-0000
Attention: President
CITIBANK:
Citibank,
N.A., as eligible lender
trustee
for The Student Loan Corporation
c/o The
Student Loan Corporation
00
Xxxxxxx Xxxx
Xxxxxxxxx,
Xxx Xxxx 00000
Fax
Number: 000-000-0000
Attention: Xxxxxxxxx
Xxxxxxx
With a
copy to:
The
Student Loan Corporation
000 Xxxxxxxxxx
Xxxx., 0xx Xxxxx
Xxxxxxxx,
XX 00000
Fax:
000-000-0000
Attention:
President and Chief Executive Officer
CUSTOMER:
The
Student Loan Corporation
00
Xxxxxxx Xxxx
Xxxxxxxxx,
XX 00000
Fax
Number: 000-000-0000
Attention: Xxxxxxxxx
Xxxxxxx
With a
copy to:
The
Student Loan Corporation
000 Xxxxxxxxxx
Xxxx., 0xx Xxxxx
Xxxxxxxx,
XX 00000
Fax:
000-000-0000
Attention:
President and Chief Executive Officer
2. Exhibit A
to the Agreement shall be deleted in its entirety and replaced with the attached
Exhibit A.
3. Exhibit C
to the Agreement shall be deleted in its entirety and replaced with the attached
Exhibit C.
4. Except as
otherwise modified herein, all terms and conditions of the Agreement shall
remain in full force and effect.
CITIBANK
(SOUTH DAKOTA), N.A.
By:
/s/Xxxxxxx X. Xxxxx
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Name:
Xxxxxxx X. Xxxxx
|
Title:
President
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THE
STUDENT LOAN CORPORATION
By:
/s/Xxxxxxx X. Xxxxxxx
|
Name:
Xxxxxxx X. Xxxxxxx
|
Title:
Chief Executive Officer
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CITIBANK,
N.A., AS TRUSTEE FOR
THE
STUDENT LOAN CORPORATION
By:
/s/Xxxxxxx Xxxxxxx
|
Name:
Xxxxxxx Xxxxxxx
|
Title:
Vice President
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EXHIBIT
A
SERVICES
TO BE PROVIDED
SCHEDULE
1
SERVICES
TO BE PROVIDED
ORIGINATIONS
AND CASH DISBURSEMENTS
Management
of all student loan origination processes. These processes include,
but are not limited to: 1) the receipt and processing of written,
faxed and electronically submitted applications, 2) communication of the
approval or denial of the loan application(s), 3) underwriting of credit based
loans, 4) exception processing of incomplete applications (arising from missing
information or documents) and other problem resolution, 5) management and
control of the various transmissions of information and loan proceeds
disbursement, 6) guarantor reporting, and 7) loan refund and
cancellation processes. It is understood that the student loan
origination processes include current and future multiple channels and multiple
products as well as all processes involved in the processing of these
products. Project support in the form of testing, business analysis
and project management will be provided as required by the
Customer.
CUSTOMER
SERVICE
All
traditional student loan servicing after loan origination, originating support /
fulfillment, and retention processes. Service Provider to provide the
management and handling of incoming telephone calls, correspondence (written and
electronic) for all products, current and future, and accompanying paper defined
as requests for service (whether from students, parents, schools, guarantor
agencies, the federal Department of Education, or others in the ordinary course
of the student lending business) including, for example and without limitation,
deferments, change of addresses, notices of graduation date changes, NIVR
management, credit bureau reporting, and servicing calls for all channels and
loan products offered including new channels and products mandated by law or
regulation or developed by Customer. From time to time, the
Servicer’s phone unit may be utilized for marketing campaigns. These
campaigns will be mutually agreed to at the time of inception and charged back
with the same methodology as any other service. An appropriate
secured storage location will be provided for the storing and oversight of paper
documents related to student loans (e.g., Promissory Note
vault). Provide workforce management support for volume forecasting,
capacity planning, staffing planning and ongoing monitoring of performance
levels. Project support in the form of testing, business analysis and
project management will be provided as required by the Customer.
EXHIBIT
A
SERVICES
TO BE PROVIDED
DEFAULT
MANAGEMENT
All the
servicing related to the handling and management of delinquent accounts together
with compliance with all the due diligence in collection requirements for the
FFEL and private loan products. In addition to collection management, Service
Provider will provide management and handling of recoveries, litigation
coordination, pre-repayment calling, and the handling, and filing of all default
claims to FFEL guarantor agencies or private insurers The level
of servicing provided shall be no less than that required by applicable law,
regulation, or insurance agreement, but emphasis shall be placed upon managing
the portfolio such that underlying causes of delinquency are minimized to the
extent possible. Strategies to achieve maximum performance of the
portfolio must be mutually agreed upon by the Service Provider and
Customer. Project support in the form of testing, business analysis
and project management will be provided as required by the
Customer.
All of
the servicing related to the handling and management of Financial Aid
Administrator (FAA) and Sales Account Manager operational
processes. These processes include, but may not be limited
to: 1) Inbound FAA phone calls to be supported by Customer Service,
and 2) FAA or Sales Account Manager email and correspondence. Other
special processes related to FAA servicing may be added, provided Customer and
Service Provider concur. Project support in the form of testing, business
analysis and project management will be provided as required by the
Customer.
HUMAN
RESOURCES
Provide
human resource generalist and employee relations support.
EXHIBIT
A
SERVICES
TO BE PROVIDED
SCHEDULE
2
SERVICES
TO CUSTOMER FOR OUTSOURCED THIRD PARTY VENDORS
Service
Provider may provide services to Customer with respect to processes that
Customer outsources to third party vendors. Processes shall include
but are not limited to:
1.
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Default
management: Pre-repay, pre-delinquency, and early low-risk
delinquency calls to FFELP and CitiAssist borrowers and
co-signers
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2.
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Customer
Service: Email management, Credit Disputes, Address Changes,
Indexing, CAM and Phone Referrals, Enrollment and Non-Enrollment deferment
and forbearance processing, and Inbound servicing and origination phone
calls
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3.
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Origination
data entry and application
processing.
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Other
processes may be added to this list, provided both parties concur on process and
selection of third party vendor. Priority Services processing not to
be considered for movement to any outsourced third party vendor.
Services
shall include:
1. Monitoring
and evaluation for quality standards
2. MIS
collection and distribution
3. Periodic
process improvement reviews
4. Risk
Control Self Assessment
Evaluation/management
tools required by Service Provider shall be provided by Customer at its
cost. Service Provider will evaluate the services being provided by
third-party vendors to Customer against established
standards. Reports of these evaluations will be sent to Customer on a
periodic basis. Major issues will be sent to Customer as soon as they
are identified.
EXHIBIT
C
SERVICE
QUALITY AND TIMELINESS STANDARDS REQUIRED OF SERVICE PROVIDER
PROCESS
|
STANDARD
|
%
IN STD
|
QUALITY
FACTOR
|
ORIGINATION
|
|||
Origination
Document on system (Data Entry)
|
2
business days
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95%
|
97%
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Non
Origination Documents on the System (Data Entry)
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Indexing
8 business days
References
8 business days
|
95%
|
97%
|
CitiAssist
Applications
|
5
days
|
95%
|
97%
|
FFELP
(Xxxxxxxx and Plus)
|
10
days
|
100%
|
97%
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FFELP
Plus Pre Screen
|
1
hour
|
95%
|
97%
|
Document
Control
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Quality
Only - Timeliness included in DE Standard
|
N/A
|
97%
|
Problem
Applications
|
5
business days
|
95%
|
97%
|
Loan
Consolidation – Outgoing Lender Verification Certificates
(LVCs)
|
10
business days
|
100%
|
97%
|
Underwriting
Credit Review – Manual
|
3
business days
|
95%
|
97%
|
Underwriting
Correspondence Inquiries
|
5
business days
|
95%
|
97%
|
Underwriting
Verifications
|
3
business days
|
95%
|
97%
|
Loan
Consolidation – CLASS Application Review
|
5
business days
|
95%
|
97%
|
Investigations
|
10
days
|
90%
|
97%
|
Cash
Disbursement - Check and Mastercheck Disbursements sent (includes
reconcilements)
|
End
of next business day
|
98%
|
N/A
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EFT
Disbursements
|
End
of next business day
|
98%
|
N/A
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Cancellations
/ Refunds
|
1
business day
|
99%
|
98%
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CUSTOMER
SERVICE PHONES
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|||
Customer
Service Service Level
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Answered
in 25 seconds
|
75%
|
96%
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Abandoned
Calls
|
2%
|
N/A
|
N/A
|
Average
Seconds to Answer (ASA)
|
25
seconds
|
N/A
|
N/A
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EXHIBIT
C
SERVICE
QUALITY STANDARDS REQUIRED OF SERVICE PROVIDER
PROCESS
|
STANDARD
|
%
IN STD
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ACCURACY
STANDARD
|
CUSTOMER
SERVICE PAPER
|
|||
Service
Inquiries (Correspondence and Address Changes)
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7
days
|
95%
|
97%
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Internet
Correspondence Response – Front End
|
2
days
|
95%
|
97%
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Internet
Correspondence Response – Back End
|
5
days
|
95%
|
97%
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Investigations
(Levels I, II, III, V, and VI)
|
10
days
|
90%
|
97%
|
SSCRs
processed – Manual
|
25
days
|
95%
|
97%
|
Grad
Date Rejects – Borrower initiated
|
7
days
|
95%
|
97%
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Grad
Date Rejects – Non Borrower initiated
|
25
days
|
95%
|
97%
|
Manifest
Rejects
|
25
days
|
95%
|
97%
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Credit
Disputes / Appeals
|
7
days
|
95%
|
97%
|
Deferment
Processing
|
8
days
|
95%
|
97%
|
Pre-claim
Rejects
|
30
days
|
98%
|
97%
|
Delinquent
Claim Review
|
330
days
|
98%
|
97%
|
Death
and Disability Claims
|
45
days
|
98%
|
97%
|
Claims
Payments
|
15
days
|
95%
|
97%
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Bankruptcy
Claims
|
30
days
|
100%
|
97%
|
Return
Claims- Non Bankruptcy
|
30
days
|
95%
|
97%
|
Return
Claims – Bankruptcy
|
30
days
|
100%
|
97%
|
Proof
of Claim – BK Claims
|
30
days
|
100%
|
97%
|
Supplemental
Claims
|
60
days
|
95%
|
97%
|
Private
Loan Delinquent Claim Review
|
180
days
|
98%
|
97%
|
RISK
|
|||
Outbound
Collection Calls
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Minimum
of 1 call per bucket if contact, 2 calls per bucket if no
contact.
|
100%
|
97%
|
Inbound
Collection Calls – Service Level
|
Answered
in 20 seconds
|
80%
|
97%
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Average
Seconds to Answer (ASA)
|
20
seconds
|
N/A
|
N/A
|
Skip
Trace
|
10
days from notification
|
100%
|
97%
|
Recovery
Cure Process
|
150
days
|
100%
|
97%
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PRIORITY
SERVICES
|
|||
PS
– Service Level
|
Answered
in 25 seconds
|
75%
|
97%
|
Average
Seconds to Answer (ASA)
|
25
seconds
|
N/A
|
N/A
|
Abandoned
Calls
|
2%
|
N/A
|
N/A
|
Email
|
1
business day
|
95%
|
97%
|
Correspondence
|
5
days
|
95%
|
97%
|
Investigations
|
10
days
|
95%
|
97%
|
All days
in calendar days unless otherwise noted.