THE NATIONAL COLLEGIATE STUDENT LOAN TRUST 2007-4 TRUST AGREEMENT Among WILMINGTON TRUST COMPANY as OWNER TRUSTEE and THE NATIONAL COLLEGIATE FUNDING LLC and THE EDUCATION RESOURCES INSTITUTE, INC. as OWNERS Dated as of September 20, 2007Trust Agreement • October 5th, 2007 • National Collegiate Student Loan Trust 2007-4 • Asset-backed securities
TRUST AGREEMENT, dated as of September 20, 2007, among The National Collegiate Funding LLC, a Delaware limited liability company (the “Depositor”), The Education Resources Institute, Inc., a private non-profit corporation organized under Chapter 180 of the Massachusetts General Laws, and Wilmington Trust Company, a Delaware banking corporation (the “Owner Trustee”).
BROKER-DEALER AGREEMENT Dated September 20, 2007 among THE BANK OF NEW YORK, as Auction Agent and UBS SECURITIES LLC, as Broker-Dealer and FIRST MARBLEHEAD DATA SERVICES, INC. relating to THE NATIONAL COLLEGIATE STUDENT LOAN TRUST 2007-4 $229,200,000...Broker-Dealer Agreement • October 5th, 2007 • National Collegiate Student Loan Trust 2007-4 • Asset-backed securities • New York
THIS BROKER-DEALER AGREEMENT, dated September 20, 2007, among (i) THE BANK OF NEW YORK (the “Auction Agent”), a New York banking corporation, not in its individual capacity but solely as agent of U.S. Bank National Association (the “Trustee”), pursuant to authority granted to the Auction Agent in the Auction Agreement, dated September 20, 2007 (the “Auction Agreement”), between the Trustee and the Auction Agent and acknowledged by the Corporation, as hereinafter defined; (ii) UBS SECURITIES LLC, a Delaware limited liability company (“BD”); and (iii) FIRST MARBLEHEAD DATA SERVICES, INC., a Massachusetts corporation (the “Corporation”).
GUARANTY AGREEMENT between THE EDUCATION RESOURCES INSTITUTE, INC. and UNION FEDERAL SAVINGS BANKGuaranty Agreement • October 5th, 2007 • National Collegiate Student Loan Trust 2007-4 • Asset-backed securities • Massachusetts
This Guaranty Agreement (this “Agreement”) is made as of this 26th day of March, 2007, by and between The Education Resources Institute, Inc. (“TERI”), a private non-profit corporation organized under Chapter 180 of the Massachusetts General Laws with its principal place of business at 31 St. James Avenue, 6th Floor, Boston, Massachusetts 02116, and UNION FEDERAL SAVINGS BANK, (the “LENDER”), a federal savings bank organized under the laws of the United States and having a place of business located at 1565 Mineral Spring Avenue, North Providence, RI 02904.
DEPOSIT AND SALE AGREEMENT THE NATIONAL COLLEGIATE STUDENT LOAN TRUST 2007-4Deposit and Sale Agreement • October 5th, 2007 • National Collegiate Student Loan Trust 2007-4 • Asset-backed securities • New York
This DEPOSIT AND SALE AGREEMENT (the “Sale Agreement”), dated as of September 20, 2007, between The National Collegiate Funding LLC, as seller (in such capacity, the “Seller”), and The National Collegiate Student Loan Trust 2007-4, as purchaser (the “Purchaser”), shall be effective upon execution by the parties hereto.
INSURANCE AND INDEMNITY AGREEMENT by and among: THE FIRST MARBLEHEAD CORPORATION and FIRST MARBLEHEAD DATA SERVICES, INC., as Administrator and as Indenture Trustee and THE NATIONAL COLLEGIATE STUDENT LOAN TRUST 2007-4, as Issuer and AMBAC ASSURANCE...Insurance and Indemnity Agreement • October 5th, 2007 • National Collegiate Student Loan Trust 2007-4 • Asset-backed securities • New York
INSURANCE AND INDEMNITY AGREEMENT, dated as of September 20, 2007 by and among The First Marblehead Corporation, a Delaware corporation, First Marblehead Data Services, Inc., a Massachusetts corporation, as administrator (in such capacity, and together with any successor thereto in such capacity, the “Administrator”), U.S. Bank National Association, as indenture trustee (in such capacity, and together with any successor thereto in such capacity, the “Indenture Trustee”), The National Collegiate Student Loan Trust 2007-4, a Delaware statutory trust (the “Issuer”), and AMBAC ASSURANCE CORPORATION (the “Note Insurer”).
September 20, 2007 Corporate Trust Services-SFS One Federal Street, 3rd Floor Boston, Massachusetts 02110 Wilmington Trust Company Rodney Square NorthBack-Up Administration Agreement • October 5th, 2007 • National Collegiate Student Loan Trust 2007-4 • Asset-backed securities
DEPOSIT AND SECURITY AGREEMENT THE NATIONAL COLLEGIATE STUDENT LOAN TRUST 2007-4Deposit and Security Agreement • October 5th, 2007 • National Collegiate Student Loan Trust 2007-4 • Asset-backed securities • Massachusetts
This Deposit and Security Agreement (the “Agreement”) is made and entered into as of September 20, 2007, by and among THE EDUCATION RESOURCES INSTITUTE, INC., a private non-profit corporation organized under Chapter 180 of the Massachusetts General Laws with its principal place of business at 31 St. James Avenue, Boston, Massachusetts 02116 (“TERI”), FIRST MARBLEHEAD DATA SERVICES, INC., a corporation organized under the laws of the Commonwealth of Massachusetts with its principal place of business at 800 Boylston – 34th Floor, Boston, Massachusetts 02199 (the “Administrator”), and THE NATIONAL COLLEGIATE STUDENT LOAN TRUST 2007-4, in its capacity as owner (in such capacity, the “Owner”).
AUCTION AGREEMENT between as Trustee and THE BANK OF NEW YORK as Auction Agent Dated as of September 20, 2007 Relating to THE NATIONAL COLLEGIATE STUDENT LOAN TRUST 2007-4 Student Loan Asset Backed Notes Consisting of Class A-2-AR-1 Notes, Class...Auction Agreement • October 5th, 2007 • National Collegiate Student Loan Trust 2007-4 • Asset-backed securities • New York
This AUCTION AGREEMENT, dated as of September 20, 2007 (this “Agreement”), between U.S. BANK NATIONAL ASSOCIATION, a national banking association, as Trustee (the “Trustee”) pursuant to the Indenture dated as of September 20, 2007 (the “Indenture”), between THE NATIONAL COLLEGIATE STUDENT LOAN TRUST 2007-4, a Delaware statutory Issuer (the “Issuer”), and the Trustee, and THE BANK OF NEW YORK, a New York banking corporation, as auction agent (together with its successors and assigns, the “Auction Agent”).
STRUCTURING ADVISORY AGREEMENTStructuring Advisory Agreement • October 5th, 2007 • National Collegiate Student Loan Trust 2007-4 • Asset-backed securities • New York
STRUCTURING ADVISORY AGREEMENT (the “Agreement”), dated as of September 20, 2007, between The National Collegiate Student Loan Trust 2007-4, a Delaware statutory trust (the “Trust”), and The First Marblehead Corporation (the “Advisor”).
ADMINISTRATION AGREEMENTAdministration Agreement • October 5th, 2007 • National Collegiate Student Loan Trust 2007-4 • Asset-backed securities • New York
This ADMINISTRATION AGREEMENT dated as of September 20, 2007 (as amended from time to time, the “Agreement”), among THE NATIONAL COLLEGIATE STUDENT LOAN TRUST 2007-4, a Delaware statutory trust (the “Issuer”), WILMINGTON TRUST COMPANY, a Delaware banking corporation, not in its individual capacity but solely as Owner Trustee (the “Owner Trustee”), U.S. BANK NATIONAL ASSOCIATION, a national banking association, in its capacity as trustee under the Indenture (hereinafter defined) (the “Indenture Trustee”), THE NATIONAL COLLEGIATE FUNDING LLC, a Delaware limited liability company (the “Depositor”) and FIRST MARBLEHEAD DATA SERVICES, INC., a Massachusetts corporation (the “Administrator”).
POOL SUPPLEMENT UNION FEDERAL SAVINGS BANKPool Supplement • October 5th, 2007 • National Collegiate Student Loan Trust 2007-4 • Asset-backed securities
This Pool Supplement (the “Supplement”) is entered into pursuant to and forms a part of that certain Note Purchase Agreement (the “Agreement”) dated as of March 26, 2007, by and between The First Marblehead Corporation and Union Federal Savings Bank (the “Program Lender”). This Supplement is dated as of September 20, 2007. Capitalized terms used in this Supplement without definitions have the meanings set forth in the Agreement.
AMENDED AND RESTATED GUARANTY AGREEMENT between THE EDUCATION RESOURCES INSTITUTE, INC. and BANK OF AMERICA, N.A. (Bank of America School Channel Loan Programs)Guaranty Agreement • October 5th, 2007 • National Collegiate Student Loan Trust 2007-4 • Asset-backed securities • Massachusetts
This Amended and Restated Guaranty Agreement (this “Agreement") is made as of this 30th day of June, 2006, by and between The Education Resources Institute, Inc. ("TERI"), a private non-profit corporation organized under Chapter 180 of the Massachusetts General Laws with its principal place of business at 31 St. James Avenue, 6th Floor, Boston, Massachusetts 02116, and Bank of America, N.A. (the "LENDER"), a national banking association organized under the laws of the United States and having a place of business located at 600 Wilshire Blvd., Los Angeles, California 90017.
SERVICER CONSENT LETTERServicing Agreement • October 5th, 2007 • National Collegiate Student Loan Trust 2007-4 • Asset-backed securities
Reference is hereby made to the Amended and Restated Private Student Loan Servicing Agreement, dated September 28, 2006, as amended (the “Servicing Agreement”), by and between the Pennsylvania Higher Education Assistance Agency (the “Servicer”) and The First Marblehead Corporation (“FMC”), a copy of which is attached hereto as Exhibit A. Capitalized terms not otherwise defined herein shall have the meanings set forth in the Servicing Agreement. The parties hereto agree as follows:
