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Administration Offer (that it Agreement), dated because of the [_______], 20[__], certainly one of Wachovia Education loan Capital LLC (the Depositor), Wachovia Education loan Faith 20[__]-[__] (the latest Issuer), [___________________________________], perhaps not with its private prospective however, exclusively with its skill given that licensed bank trustee (in such possibilities, the fresh new Accredited Financial Trustee), [_____________________________________], perhaps not using its private capabilities yet not, only in strength just like the indenture trustee (such as capacity, the fresh new Indenture Trustee), Wachovia Studies Currency Inc., maybe not when you look at the personal ability not, exclusively in its potential as the grasp servicer (like ability, the fresh Learn Servicer), and you can Wachovia Monetary, National Commitment, perhaps not in its private strength however, entirely in its possibilities since the director and you may investing representative (such capacities, this new Officer and you can Purchasing Broker).

Wachovia Education loan Funding LLC Revised And you may RESTATED Trust Arrangement among WACHOVIA Student loan Capital LLC, as Depositor perhaps not with its individual possibilities however, exclusively because the Certified Lender Trustee rather than in the individual possible but simply just like the Indenture Trustee Old as the [________], 20[__]

Wachovia Education loan Capital LLC WACHOVIA Education Loans INC., as the User And you can Frank B. Bilotta, while the Book Associate WACHOVIA Student loan Money LLC Limited-liability Providers Package Old due to the fact

Wachovia Degree Finance Inc. (such electricity, the fresh new Learn Servicer), an effective Delaware providers, hereby will abide by (i) Wachovia Student loan Faith 20[__]-[__] (the new Issuer), (ii) [____________________________________], a nationwide economic relationship, perhaps not with its private functionality yet not, only within its power since qualified financial trustee (brand new Certified Bank Trustee) less than a believe contract dated once the [______],20[__] anywhere between Wachovia Education loan Capital LLC and the Eligible Lender Trustee, while the revised and you can restated about a revised and you can restated faith contract old at the time of [______],20[__] (new Believe Arrangement) one of Wachovia Education loan Funding LLC, new Accredited Monetary Trustee and [____________________________________], maybe not in private function not, entirely when you look at the skills while the the latest indenture trustee (brand new Indenture Trustee), below an indenture (the brand new Indenture) dated since [______],20[__]-[__] among Issuer, the fresh Qualified Economic Trustee as well as the Indenture Trustee, (iii) the brand new To the

That it Display Offer (Share Contract) dated as of [______], 20[__] one of Wachovia Education loan Currency LLC (the fresh Depositor), Wachovia Education loan Believe 20[__]-[__] (the fresh Believe), [____________________], not in personal element but entirely while the Meantime Certified Financial Trustee (brand new Interim Eligible Economic Trustee) into the advantage of the latest Depositor within the Interim Faith Contract dated from the [______], 20[__] between the Depositor including Interim Qualified Financial Trustee, and you may [____________________], perhaps not within the individual electricity not, entirely just like the Qualified Monetary Trustee (the fresh new Eligible Financial Trustee) into advantage of the new Believe underneath the Revised and you can Restated Trust Plan dated during [______], 20[__] amongst the Believe, this new Eligible Financial Trustee and [_________________________], since indenture trustee, was active on delivery of those hereto. Details with the Depositor here mean the fresh new Meantime Accredited Bank Trustee, and information to the Trust the guy

It Pick Offer (Purchase Plan) dated at the time of [______], 20[__] one of Wachovia Financial, National Relationship (Wachovia Lender), Wachovia Education loan Funding LLC (brand new Depositor) and [____________________], perhaps not from inside the personal function yet not, completely due to the fact Interim Licensed Financial Trustee (the new Meantime Eligible Monetary Trustee) for the advantageous asset of the fresh Depositor for the Interim Trust Deal dated during [______], 20[__] between the Depositor in addition to Interim Eligible Financial Trustee, are energetic through to show of issues hereto. Suggestions toward Depositor right here indicate the new Interim Eligible Financial Trustee for all objectives between your holding or going of legal term to your Certified Money.

Hence Buy Offer (Buy Contract) dated by [______], 20[__] among Wachovia Knowledge Fund Inc. (WEF), Wachovia Student loan Financing LLC (brand new Depositor) and you can [____________________], perhaps not using its personal electricity however, totally because the Meantime Qualified Financial Trustee (this new Meantime Certified Bank Trustee) into the advantageous asset of the brand new Depositor underneath the Meantime Trust Agreement dated by [______], 20[__] amongst the Depositor as well as Meantime Certified Lender Trustee, could well be productive to your performance of those hereto. Supply on Depositor here indicate brand new Meantime Qualified Lender Trustee for all aim involving the holding if not move from courtroom term toward Eligible Finance.

Faith Contract, old of the [Date], ranging from Wachovia Student loan Currency LLC, good Delaware limited-liability team (the brand new Depositor), and you can [Label of Trustee] (_______), a good _________ financial company, not within its personal possibilities however, completely since the Eligible Financial Trustee (the new Trustee). Brand new Depositor and additionally Trustee hereby concur lower than:

Wachovia Education loan Money LLC Is actually Agreements

Wachovia Education loan Investment LLC Meantime Trust Plan between WACHOVIA Student loan Resource LLC, given that Buyer and extra Transferor rather than with its personal capabilities however, solely as the Meantime Licensed Monetary Trustee towards the work with out-of Wachovia Student loan Investment LLC.

Wachovia Student loan Resource LLC INDENTURE certainly WACHOVIA Education loan Trust 20[__]-[__], due to the fact Issuer, not in personal strength however, solely while the Qualified Financial Trustee rather than along with its individual prospective however, completely just like the Indenture Trustee useful content Dated because [_____], 20[__]

Wachovia Student loan Financial support LLC, good Delaware minimal-liability company (the Depositor), hereby verifies its bargain which have Wachovia Money Towns and cities, LLC (Wachovia) and each of your own almost every other underwriters entitled during the Plan A beneficial hereto (together, brand new Underwriters, hence term also needs to are one underwriter changed while the hereinafter given to your Area 10), to own just who Wachovia is actually to be representative (such as for instance potential, the new Member), predicated on revenue because of the Depositor additionally the pick the Underwriters, acting severally rather than in general, of the particular popular quantity set forth for the Schedule An excellent great out-of $[________] aggregate controling quantity of Wachovia Student loan Believe 20[___]-[_] [Excess Delivery Qualification] (the latest Permits) of your own Wachovia Student loan Believe 20[___]-[_] (the Believe) according to the fine print contained here. Capitalized standards used here that are not if not discussed commonly hold the most recent importance provided and terms and conditions throughout the brand new Indenture (as the