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Title: |
Exportss(R) Agreement |
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Date: |
2003 |
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Preview shows 11KB of 144KB total |
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$48 |
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#347439 |
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EXPORTSS(R) AGREEMENT
of
JULY 1, 2000
BETWEEN
STUDENT LOAN MARKETING ASSOCIATION
11600 Sallie Mae Drive
Reston, VA 20193
AND
FLEET NATIONAL BANK
(solely in its capacity as trustee for the
AMS Education Loan Trust)
111 Westminster Street
Providence, RI 02903
and
ACADEMIC MANAGEMENT SERVICES, INC.
One AMS Place
463 Swansea Drive
Swansea, MA 02777-0100
--------------------------------------------------------------------------------
OUR AGREEMENT This is an Agreement between the Student Loan Marketing
Association (Sallie Mae, we, us, our), Fleet National Bank, as
Trustee for the AMS Education Loan Trust under Trust Agreement
dated February 3, 1994. "Together we" or "we both" refer to
both parties. Academic Management Services, Inc. ("AMS") joins
in the execution of this document to agree to the provisions
hereof and to authorize Fleet National Bank to enter into this
Agreement as trustee ("Trustee"). The Agreement defines how we
will provide services to originate and service your loans, and
the conditions under which we will purchase them. Terms whose
first occurrence are in italics are defined in Section 23.
--------------------------------------------------------------------------------
{PAGE}
TABLE OF CONTENTS
PART I LOAN ORIGINATION AND LOAN SERVICING
SECTION 1 Loan Origination
SECTION 2 Delivery of Loans Not Originated by Sallie Mae
SECTION 3 Sallie Mae's Servicing Responsibilities
SECTION 4 Lender's Additional Responsibilities for Loan
Origination and Servicing
SECTION 5 Compensation to Sallie Mae
SECTION 6 Right of Inspection
SECTION 7 Allocation of Liabilities
SECTION 8 Relationship of Parties
PART II LOAN SALES
SECTION 9 Types of Sales
SECTION 10 Additional Obligations of the Lender
SECTION 11 Sales Conditions and Procedures
SECTION 12 Closing of Sale
SECTION 13 Post-Sale Obligations of the Lender
SECTION 14 Rejection of Loans
SECTION 15 The Lender's Repurchase Obligation
PART III GENERAL PROVISIONS
SECTION 16 Representations and Warranties of the Lender
SECTION 17 Representations and Warranties of Sallie Mae
SECTION 18 Payment of Expenses and Taxes
SECTION 19 Communications and Notices
SECTION 20 Legislative Changes
SECTION 21 Termination
SECTION 22 Other Provisions
SECTION 23 Definitions
SECTION 24 Trustee Provisions
SECTION 25 Termination of Prior Agreement
ATTACHMENTS
ATTACHMENT A Schedule of Fees
ATTACHMENT B Officer a Certificate
ATTACHMENT C Bill of Sale
ATTACHMENT D Representations and Warranties of the Lender
with Respect to Loan
ATTACHMENT E-1 Blanket Endorsement
ATTACHMENT E-2 Power of Attorney
ATTACHMENT F Purchase Price Information
ATTACHMENT G Names for Facsimile Signature
{PAGE}
PART I - LOAN ORIGINATION AND LOAN SERVICING
SECTION 1 LOAN ORIGINATION
We will process student loan applications and originate
student loans on your behalf according to the requirements of
the Higher Education Act of 1965 as amended (the Act) and any
related Regulations. We will continue this origination process
until termination of such obligation under Section 21. In
addition, together we agree to the following:
APPLICATIONS TO We will only be required to process completed applications
BE PROCESSED from students who attend schools on your list of approved
schools. You agree to provide this list with a signed original
of this Agreement. You can add or delete names from the list
by notifying us in writing or in another manner we specify. We
will not unreasonably withhold our agreement to add such other
schools. We will only process Loans of less than $250 if they
are Serial Loans.
PROCEDURES FOR We will review all applications sent to us on your behalf for
PROCESSING completeness and the requirements the Guarantor has specified.
APPLICATIONS We will send properly completed applications to the Guarantor
for approval. If an application is not completed properly, we
will use our best efforts to contact the applicant by
telephone or in writing to complete it properly, using our
standard procedures.
If the application is not corrected or resubmitted properly
within 90 days after the end of the loan period, we will
terminate the application on our system.
DISBURSING We will disburse Loan proceeds when an application is approved
LOANS BY CHECK by the Guarantor. We will report to you the amounts to be
OR MASTER CHECK disbursed. Funds for these Loans will be drawn from your bank
account. We will also transmit from your bank account all
insurance
-1-
{PAGE}
premiums that are due to the Guarantor on a Loan. Refunded
insurance premiums that we receive will be promptly credited
to your bank account.
We may disburse Loans by master check to schools that indicate
to us that they desire to receive Loan disbursements by such
method. If we learn that a Guarantor requires that you enter
into agreements with it or with schools to which we will
disburse Loans by master check, we will notify you. You agree
to enter into such required agreements and to give us copies
when signed. You will be responsible for paying all fees, if
any, charged by a Guarantor in connection with disbursement of
Loan proceeds by master check. We will send the master check
to each school together with a disbursement roster containing
the information required by the Act and Guarantor, and we will
send you a copy of the portion of the disbursement roster that
lists information for your Borrowers. You acknowledge and
agree that, in accordance with the Act and Regulations, the
school will be responsible for obtaining the Borrower's
authorization for the release of Loan proceeds.
You will be responsible for ensuring that sufficient funds are
in your bank account to cover all disbursements and insurance
premiums. You also agree to maintain and reconcile this bank
account.
DISBURSING If you approve a particular school to receive disbursements by
LOANS BY EFT EFT, then if that school is eligible and approved by us to
receive funds by EFT (which approval shall not be unreasonably
withheld), we may send funds to that school by EFT in
accordance with the requirements of the Guarantor or
Disbursement Agent. If we learn that a Disbursement Agent
requires that you enter into agreements with it or with
schools to which we will disburse
-2-
{PAGE}
Loans by EFT, we will notify you. You agree to enter into such
required agreements and to give us copies when signed. If you
learn that any of your approved schools have become ineligible
for EFT disbursements, or if any of the agreements you entered
into with any Guarantor or Disbursement Agent have been
terminated, you must notify us in writing immediately. If you
want us to stop EFT disbursements to any particular school or
to change the method of origination for any particular
school, you also must notify us in writing. We will process
such change as promptly as possible. You are responsible for
paying all fees charged by a Disbursement Agent in connection
with disbursement of Loan proceeds by EFT.
We will report to you the amounts that are to be disbursed.
You hereby grant us a limited power of attorney to initiate a
debit entry to your account in order to fund all loan
disbursements and other payments we make by EFT on your
behalf, and you agree to sign a confirming written
authorization in the form attached to this Agreement. We may
retain EFT funds as escrow agent (with the rights and
responsibilities set forth in the Act and Regulations) for up
to 3 business days before we initiate either a wire transfer
or a credit entry to the school's account. We will send a
disbursement roster to the school containing the information
required by the Act and Guarantor, and we will send you a copy
of the portion of the disbursement roster that lists
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