SLM Funding LLC Student Loan-Backed Notes Underwriting AgreementUnderwriting Agreement • July 25th, 2012 • SLM Student Loan Trust 2011-3 • Asset-backed securities • New York
Contract Type FiledJuly 25th, 2012 Company Industry JurisdictionSLM Education Credit Finance Corporation (“SLM ECFC”), a Delaware corporation, will cause SLM Funding LLC (the “Company”), a Delaware limited liability company and a wholly-owned subsidiary of SLM ECFC, to sell pursuant to the terms and conditions stated in this underwriting agreement (this “Agreement”) to the firm named in Schedule I to this Agreement (each firm constituting the “Underwriter” with respect to the Notes (as defined below)) $24,000,000 aggregate principal amount of Floating Rate Class B Student Loan-Backed Notes due July 25, 2044 (the “Notes”) issued by SLM Student Loan Trust 2011-3 (the “Trust”) on November 18, 2011 and retained by the Company on such date. The Notes are being offered pursuant to and are described more fully in the Supplement, dated July 23, 2012, to the Prospectus Supplement, dated November 10, 2011, and the Base Prospectus, dated April 23, 2012. All capitalized terms used in this Agreement which are not separately defined herein shall have the respect