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Administration Agreement (which Agreement), old at the time of [_______], 20[__], certainly Wachovia Student loan Investment LLC (this new Depositor), Wachovia Education loan Trust 20[__]-[__] (brand new Issuer), [___________________________________], perhaps not within the personal strength but exclusively in its capabilities since qualified lender trustee (this kind of skill, the fresh Eligible Bank Trustee), [_____________________________________], maybe not within its private potential however, exclusively in strength as the indenture trustee (in such ability, this new Indenture Trustee), Wachovia Knowledge Money Inc., perhaps not within the private ability however, exclusively within the potential just like the grasp servicer (this kind of ability, the new Master Servicer), and you may Wachovia Financial, Federal Organization, maybe not within the individual strength but only with its capabilities just like the administrator and paying broker (such capacities, the Administrator as well as the Investing Agent).

Wachovia Student loan Resource LLC Amended And RESTATED Trust Contract certainly one of WACHOVIA Education loan Financial support LLC, given that Depositor not within the personal strength but exclusively since the Eligible Lender Trustee rather than in its personal strength however, solely given that Indenture Trustee Old at the time of [________], 20[__]

Wachovia Education loan Financial support LLC WACHOVIA Training Finance INC., because Affiliate And Frank B. Bilotta, since the Special Member WACHOVIA Student loan Financing LLC Limited-liability Providers Contract Old since

Wachovia Knowledge Financing Inc. (this kind of skill, the Learn Servicer), good Delaware firm, hereby agrees with (i) Wachovia Student loan Believe 20[__]-[__] (the fresh Issuer), (ii) [____________________________________], a nationwide financial organization, maybe not within the personal potential however, exclusively within its ability since qualified financial trustee (the Eligible Lender Trustee) lower than a confidence agreement dated as of [______],20[__] anywhere between Wachovia Student loan Resource LLC together with Eligible Lender Trustee, since the revised and you may restated from the an amended and restated faith arrangement old by [______],20[__] (this new Believe Agreement) among Wachovia Education loan Financial support LLC, the fresh new Eligible Financial Trustee and [____________________________________], maybe not within the private capabilities however, exclusively in its potential since the the fresh indenture trustee (the new Indenture Trustee), lower than a keen indenture (the brand new Indenture) old since [______],20[__]-[__] one of the Issuer, the fresh new Eligible Lender Trustee as well as the Indenture Trustee, (iii) the newest In

That it Sum Arrangement (Share Arrangement) dated by [______], 20[__] among Wachovia Student loan Financial support LLC (the brand new Depositor), Wachovia Education loan Trust 20[__]-[__] (the brand new Trust), [____________________], maybe not in private capabilities but entirely because Interim Eligible Financial Trustee (the new Meantime Eligible Financial Trustee) towards the benefit of the fresh Depositor in Meantime Faith Contract dated at the time of [______], 20[__] amongst the Depositor and Meantime Eligible Financial Trustee, and you may [____________________], not with its individual capabilities but entirely once the Eligible Financial Trustee (the newest Qualified Bank Trustee) toward advantage of the fresh new Believe in Amended and you will Restated Faith Contract old by [______], 20[__] within Faith, the fresh new Eligible Financial Trustee and [_________________________], because indenture trustee, shall be energetic through to delivery by the activities hereto. Recommendations for the Depositor herein suggest the new Interim Qualified Lender Trustee, and recommendations towards the Believe he

This Get Arrangement (Get Agreement) old at the time of [______], 20[__] certainly one of Wachovia Financial, Federal Organization (Wachovia Financial), Wachovia Student loan Investment LLC (the fresh Depositor) and [____________________], perhaps not in private capability however, only given that Meantime Eligible Lender Trustee (new Interim Eligible Bank Trustee) for the benefit of the fresh new Depositor within the Interim Believe Contract old at the time of [______], 20[__] between the Depositor and Meantime Qualified Financial Trustee, should be energetic upon delivery by the events hereto. References toward Depositor here indicate new Interim Qualified Financial Trustee for everybody objectives within carrying or mobile out of legal label with the Eligible Money.

This Pick Agreement (Pick Contract) old as of [______], 20[__] certainly Wachovia Studies Money Inc. (WEF), Wachovia Education loan Financial support LLC (the new Depositor) and you will [____________________], maybe not in individual capabilities but exclusively once the Interim Eligible Financial Trustee (the new Meantime Eligible Financial Trustee) toward advantage of the new Depositor underneath the Meantime Faith Contract dated at the time of [______], 20[__] within Depositor and the Meantime Eligible Financial Trustee, would be effective upon delivery from the activities hereto. Sources with the Depositor herein indicate the Interim Qualified Financial Trustee for everybody intentions within holding otherwise moving out of legal label towards Eligible Financing.

Believe Arrangement, old at the time of [Date], ranging from Wachovia Student loan Resource LLC, a beneficial Delaware limited liability business (the new Depositor), and you can [Label from Trustee] (_______), a great _________ banking enterprise, not in personal ability but exclusively since Eligible Bank Trustee (the new Trustee). The brand new Depositor together with Trustee hereby agree the following:

Wachovia Student loan Money LLC Try Contracts

Wachovia Student loan Financial support LLC Meantime Trust Contract between WACHOVIA Education loan Investment LLC, because the Buyer and subsequent Transferor and never with its private ability however, solely because the Interim Qualified Lender Trustee on the work with of Wachovia Education loan Capital LLC.

Wachovia Student loan Investment LLC INDENTURE certainly WACHOVIA Education loan Faith 20[__]-[__], since Issuer, not with its personal ability however, only given that Eligible Financial Trustee rather than in personal ability however, entirely as the Indenture Trustee Old as of [_____], 20[__]

Wachovia Student loan Investment LLC, an effective Delaware limited liability team (this new Depositor), hereby verifies their contract having Wachovia Capital Avenues, LLC (Wachovia) and each of the most other underwriters named during the Plan Good hereto (together, brand new Underwriters, and this label should also include any underwriter replaced since the hereinafter provided for the Area ten), to possess which Wachovia is actually acting as affiliate (this kind of capability, this new Representative), according to marketing of the Depositor additionally the pick by Underwriters, acting severally rather than jointly, of one’s particular dominating quantity established inside the Plan A beneficial regarding $[________] aggregate dominating amount of Wachovia Education loan Believe 20[___]-[_] [Excessive Shipping Certification] (the latest Certificates) of the Wachovia Education loan Trust 20[___]-[_] (the brand new Trust) under the terms and conditions contained here. Capitalized words utilized here which are not if not defined shall has actually the fresh new meanings offered such as for example terminology regarding the Indenture (because