AMENDED AND RESTATED INDENTURE AND CREDIT AGREEMENT by and among PEAKS TRUST 2009-1, DEUTSCHE BANK TRUST COMPANY AMERICAS as Indenture Trustee and Collateral Agent and DEUTSCHE BANK NATIONAL TRUST COMPANY as Lender Trustee Dated as of December 31, 2010Indenture and Credit Agreement • October 16th, 2014 • Itt Educational Services Inc • Services-educational services • New York
THIS AMENDED AND RESTATED INDENTURE AND CREDIT AGREEMENT, dated as of December 31, 2010 (as amended, supplemented, restated or otherwise modified from time to time pursuant to the terms hereof, this “Agreement”), is by and among PEAKS TRUST 2009-1, a statutory trust duly organized and existing under the laws of the State of Delaware (the “Issuer”), DEUTSCHE BANK TRUST COMPANY AMERICAS, a banking corporation duly organized and operating under the laws of the State of New York, as indenture trustee (in such capacity, the “Indenture Trustee”) and as collateral agent (in such capacity, the “Collateral Agent” and in its capacities as Indenture Trustee and Collateral Agent, the “Secured Party”), and DEUTSCHE BANK NATIONAL TRUST COMPANY, a national banking association, as lender trustee (the “Lender Trustee”). All capitalized terms used in these preambles and granting clauses shall have the same meanings assigned thereto in Article I hereof.
RISK SHARING AGREEMENTRisk Sharing Agreement • October 16th, 2014 • Itt Educational Services Inc • Services-educational services • Indiana
This RISK SHARING AGREEMENT (this “Agreement”), dated as of February 20, 2009 (“Effective Date”) is made between ITT EDUCATIONAL SERVICES, INC., a Delaware corporation, on behalf of itself and its affiliates and subsidiaries (“ITT ESI”) and STUDENT CU CONNECT CUSO, LLC, a Delaware limited liability company operating as a credit union service organization (the “CUSO”).
FINANCING PROGRAM AGREEMENTFinancing Program Agreement • October 16th, 2014 • Itt Educational Services Inc • Services-educational services • Indiana
This FINANCING PROGRAM AGREEMENT (as amended, modified, restated or replaced from time to time, this “Agreement”) is entered into as of February 20, 2009 (“Effective Date”) by ITT EDUCATIONAL SERVICES, INC., a Delaware corporation, on behalf of itself and its Affiliates and subsidiaries (“ITT ESI”) and STUDENT CU CONNECT CUSO, LLC, a Delaware limited liability company operating as a credit union service organization (the “CUSO”).
PURCHASE OBLIGATION AGREEMENTPurchase Obligation Agreement • October 16th, 2014 • Itt Educational Services Inc • Services-educational services • New York
This PURCHASE OBLIGATION AGREEMENT (this “Agreement”) is dated as of January 20, 2010 and is by and among ITT EDUCATIONAL SERVICES, INC., a Delaware corporation (the “Guarantor”), DEUTSCHE BANK TRUST COMPANY AMERICAS, as indenture trustee and collateral agent (in such capacities, the “Secured Party”) and each of the Senior Creditors (as hereinafter defined) whose names appear on the signature pages hereof.
AGREEMENT FOR SERVICING PRIVATE STUDENT LOANS By and Between STUDENT CU CONNECT CUSO, LLC, and FIRST ASSOCIATES LOAN SERVICING, LLC DATED AS OF MAY 18, 2012Agreement for Servicing • October 16th, 2014 • Itt Educational Services Inc • Services-educational services • Delaware
This Agreement for Servicing Private Student Loans is made and entered into as of May 18, 2012, by and between First Associates Loan Servicing, LLC, a Delaware limited liability company (the “Servicer”), and Student CU Connect CUSO, LLC, a Delaware limited liability company (the “Client”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 16th, 2014 • Itt Educational Services Inc • Services-educational services • New York
This LOAN AND SECURITY AGREEMENT (this “Agreement”) is made effective as of May 18, 2009 (the “Effective Date”) between STUDENT CU CONNECT CUSO, LLC, a Delaware limited liability company (“Borrower”), and ITT EDUCATIONAL SERVICES, INC., a Delaware corporation (“Lender”).
ITT EDUCATIONAL SERVICES, INC. AMENDED AND RESTATED 2006 EQUITY COMPENSATION PLAN Amendment to Restricted Stock Unit Award AgreementsRestricted Stock Unit Award Agreements • October 16th, 2014 • Itt Educational Services Inc • Services-educational services
This Amendment to Restricted Stock Unit Award Agreements (this “Amendment”), effective as of January 20, 2014, is by and between ITT Educational Services, Inc. (the “Company”) and (“Grantee”).
GUARANTEE AGREEMENTGuarantee Agreement • October 16th, 2014 • Itt Educational Services Inc • Services-educational services • New York
THIS GUARANTEE AGREEMENT is made as of January 20, 2010 (this “Agreement”), between ITT Educational Services, Inc., a Delaware corporation (the “Guarantor”) and Deutsche Bank Trust Company Americas, as indenture trustee and collateral agent (the “Secured Party”) under the indenture and credit agreement dated as of January 20, 2010 (as amended, supplemented, restated or otherwise modified from time to time in accordance with the terms thereof, the “Indenture and Credit Agreement”) among PEAKS Trust 2009-1 (the “Trust”), Deutsche Bank National Trust Company, as the lender trustee (the “Lender Trustee”), and the Secured Party.
AGREEMENT FOR SERVICING PRIVATE STUDENT LOANS By and Among PEAKS TRUST 2009-1, DEUTSCHE BANK TRUST COMPANY AMERICAS, as indenture trustee and collateral agent, ITT EDUCATIONAL SERVICES, INC., and FIRST ASSOCIATES LOAN SERVICING, LLC DATED AS OF...Agreement • October 16th, 2014 • Itt Educational Services Inc • Services-educational services • Delaware
This Agreement for Servicing Private Student Loans is made and entered into as of December 10, 2011, by and among First Associates Loan Servicing, LLC, a Delaware limited liability company (the “Servicer”), PEAKS Trust 2009-1, a Delaware statutory trust (the “Trust”), ITT Educational Services, Inc., a Delaware corporation (the “Guarantor”), and Deutsche Bank Trust Company Americas, in its capacity as indenture trustee and collateral agent under the Indenture and Credit Agreement referred to herein (the “Secured Party”).
PEAKS TRUST 2009-1 (maximum outstanding amount) Student Loan Asset-Backed Variable Funding Subordinated Note SUBORDINATED NOTE PURCHASE AGREEMENT Dated January 20, 2010Subordinated Note Purchase Agreement • October 16th, 2014 • Itt Educational Services Inc • Services-educational services • New York
PEAKS TRUST 2009-1, a Delaware statutory trust (the “Issuer”), agrees with ITT Educational Services, Inc., a Delaware corporation (the “Note Purchaser”) as follows:
