Exhibit 99.9
GREAT LAKES EDUCATIONAL LOAN
SERVICES, INC.
Student Loan Servicing
Agreement
This agreement (this
“Agreement”) is made as of October 1, 2005 between GREAT
LAKES EDUCATIONAL LOAN SERVICES, INC. (“Great Lakes”)
and GOAL CAPITAL FUNDING, LLC (the “Lender”), as
beneficial owner of loans the legal title to which will be held by
JPMorgan Chase Bank, N.A., as eligible lender trustee (the
“Eligible Lender Trustee”), Lender #834226, and an
eligible institution engaged in providing loans
(“Loans”) to students and parents under Title IV, Part
B of the Higher Education Act of 1965, as amended (the
“Act”).
WITNESSETH:
Whereas , Great Lakes has established a program for
servicing Loans under the Act; and
Whereas , the Lender desires that Great Lakes service
Loans that are purchased by the Lender and that are covered by the
Act, according to the terms and conditions set forth
herein.
Now, therefore , in consideration of the promises and the terms
and conditions set forth herein, the Lender agrees as
follows:
1. Loans To Be Serviced. Great Lakes and
the Lender agree that Great Lakes shall service all Loans covered
by the Act that are made or purchased by the Lender, that are
guaranteed by Great Lakes Higher Education Guaranty Corporation
(“GLHEGC” or the “Guarantor”) and that are
submitted to Great Lakes by the Lender and accepted by Great Lakes
for servicing.
2. Great Lakes’ Duties as
Servicer.
(a) Great Lakes, as servicer of the
Loans, shall perform all of the Lender’s obligations as
holder of the Loans as required by the Act and all regulations
issued by the U.S. Department of Education (the
“Department”) or by the Guarantor to implement the Act.
Great Lakes shall have full power to sign and act on the
Lender’s behalf as the Lender’s agent in all
transactions with borrowers serviced hereunder. The Lender does
hereby authorize, constitute and appoint Great Lakes on its behalf
and as its attorney-in-fact to endorse those promissory notes for
which a claim has been filed with the Guarantor. Great Lakes will
carry out its responsibilities hereunder in a diligent and lawful
manner.
(b) Great Lakes shall complete all
forms and reports required by the Department and by
GLHEGC.
(c) Great Lakes shall prepare a
“Lender’s Request for Payment of Interest and Special
Allowance” to be used in billing the Department for interest
and the special allowance for all eligible loans on a quarterly
basis. Great Lakes agrees to combine serviced Loan information with
799 forms prepared by third parties for Lender and submit a
combined billing to the Department within 30 days following the
last day of each quarter (March
31, June 30, September 30, December 31).
Lender agrees that Great Lakes may discontinue combining
information from third parties when the Department permits multiple
parties to submit interest and special allowance billings for the
same lender number for the same quarter.
Great Lakes shall accrue and
capitalize interest on those Loans not eligible for interest
subsidy.
(d) Great Lakes shall verify the
current status of all borrowers not less often than annually
through direct contact with each borrower to ensure correct account
information. Great Lakes shall also seek to verify the
borrower’s status by direct or indirect contact with
educational institutions.
(e) Great Lakes shall respond to all
borrower inquiries in a prompt, courteous and thorough
manner.
(f) When a Loan becomes due for
repayment, Great Lakes shall prepare a payment schedule and
disclosure statement and mail it to the borrower for signature(s).
Prior to the first payment due date, repayment coupons will be
prepared and sent to the borrower.
(g) Great Lakes shall collect when
and as due and remit to the Lender all principal, interest, charges
and fees (including late fees) owed by borrowers. Great Lakes shall
post to each borrower’s account all payments of principal,
interest and other charges. Cash receipts shall be remitted to the
Lender daily via an ACH transfer initiated by Great Lakes the day
after collection. In the event that Great Lakes services Loans that
secure more than one series or class of bonds or other indebtedness
of the Lender, Great Lakes will report all payment allocations
separately by financing.
(h) Great Lakes shall provide
reports via email to the Lender and the Eligible Lender Trustee of
all monetary transactions, as well as periodic summary and account
information as required in the “Lender Service Manual,”
including such items as:
(1) Detailed periodic reports to
support all cash transactions processed;
(2) Monthly portfolio summary
reports and supporting data listings;
(3) A monthly listing of delinquent
accounts; and
(4) A quarterly report of billings
to the Department for interest and special allowances.
(i) Great Lakes shall automatically
credit the Lender’s account whenever a borrower overpays an
account by less than $5.00, and the Lender, at its discretion, can
reimburse the borrower. When the overpayment is more than $5.00,
Great Lakes shall remit the overpayment directly to the borrower.
When a borrower’s balance owing is less than $10.00, Great
Lakes may, at its discretion, write off the balance.
(j) Great Lakes shall handle all
required borrower contact functions and shall meet all servicing
“due diligence” requirements, as that term is used
under the Act and implementing regulations. Such functions include,
for example, skip tracing, contacting delinquent borrowers,
handling borrower requests for extensions or deferments, and
preparing and processing claims, including death, disability,
default, closed school, false certification and bankruptcy
claims.
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(k) Great Lakes agrees to prepare
and submit all papers and documents necessary to strictly follow
reimbursement procedures specified in “Common Manual: Unified
Student Loan Policy” upon default of borrower and further
agrees to promptly remit proceeds to the Lender upon receipt from
the Guarantor.
3. Lender’s Responsibilities. The
Lender agrees to promptly notify Great Lakes of any transactions
involving the Lender and the borrower and/or changes in status or
demographic data on any of its accounts if received from sources
other than Great Lakes. The Lender specifically agrees to promptly
notify Great Lakes of any bankruptcy action taken with respect to
any Loan.
4. Fees. The Lender agrees to pay Great
Lakes the fees established by Great Lakes from time to time for
services rendered pursuant to this Agreement. The current fee
schedule is attached to this Agreement as Schedule A. Increases or
decreases in such schedule may be made from time to time; provided,
however, that the Lender shall be given 60 days’ written
notice prior to the effective date of any change in the fee
schedule. Such effective date shall be the beginning of a calendar
quarter (April
1, July 1, October 1, January 1).
Statements for services rendered will be provided on a monthly
basis and are payable upon receipt.
5. Liability. Great Lakes shall exercise
care and due diligence in performing the services required by this
Agreement. To the extent that Great Lakes is required to appear in,
or is made a defendant in, any legal action or other proceeding
commenced by a party other than the Lender with respect to any
matter arising hereunder, the Lender shall indemnify and hold Great
Lakes harmless from all loss, liability and expense (including
reasonable attorneys’ fees), except for any loss, liability
or expense arising out of or relating to Great Lakes’ acts or
omissions with regard to the performance of services hereunder.
Subject to Section 13 below, Great Lakes
