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KPMG LLP
Suite 1500
550 South Hope Street
Los Angeles, CA 90071-2629
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Independent Accountants’ Report on Applying Agreed-Upon Procedures
Nelnet, Inc. (the “Company”)
BofA Securities, Inc.
(together, the “Specified Parties”)
BofA Securities, Inc.
(together, the “Specified Parties”)
We have performed the procedures described below, which were agreed to by the Specified Parties, on the specified attributes identified by the Company in an
electronic data file entitled “wells_export_v3.xlsx” (the “Data File”), provided by the Company on April 2, 2021, containing certain information related to 367,066 student loans (the “Student Loans”) as of March 31, 2021 (the “Cutoff Date”), which we
were informed are intended to be included as collateral in the offering by Nelnet Student Loan Trust 2021-A. The Company is responsible for the specified attributes identified by the Company in the Data File. The sufficiency of these procedures is
solely the responsibility of the Specified Parties. Consequently, we make no representation regarding the sufficiency of the procedures described below either for the purpose for which this report has been requested or for any other purpose.
Unless otherwise stated, the following definitions have been adopted in presenting our procedures and findings:
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•
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The term “compared” means compared to the information shown and found it to be in agreement, unless otherwise stated. Such compared information was
deemed to be in agreement if differences were within the materiality threshold.
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•
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The term “recomputed” means recalculated and compared the result to the information shown and found it to be in agreement, unless otherwise stated.
Such recomputed information was deemed to be in agreement if differences were within the materiality threshold.
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•
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The term “materiality threshold” means dollar amounts and percentages were within $1.00 and 0.1%, respectively.
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•
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The term “Nelnet Servicing System” means the Company’s servicing system.
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•
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The term “Lookup Code Mapping” means loan status descriptions and mapping provided by the Company, attached hereto as Exhibit B.
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•
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The term “Sources” means the following information provided by the Company:
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–
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Lookup Code Mapping;
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–
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Promissory Note; and,
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–
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Note Disbursements Screen, Note Detail 1 Screen, Note Detail 2 Screen, Payment History for Current Principal Balance Screen, Payment History for
Loan Status and Interest Rate Screen, Repayment Schedule Screen, Servicing History Screen, BLS Main Screen, and Origination Screen within the Nelnet Servicing System.
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We make no representation regarding the validity, enforceability, or authenticity of such Sources.
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•
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The term “Instructions” means the instructions provided by the Company pertaining to a procedure, attribute, methodology, or value, as described in
Exhibit C.
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We were instructed by the Company to perform the following agreed-upon procedures on the Student Loans in the Data File.
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A.
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We randomly selected a sample of Student Loans from the Data File, utilizing a confidence level of 95.0%, an expected error rate of 3.0%, and a
maximum estimated error occurrence rate (the upper error limit) for each of the attributes not to exceed 5.0%, as instructed by the Company. The selection criteria resulted in a sample of 361 Student Loans (the “Selected Student Loans,” as
listed in Exhibit A attached hereto).
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B.
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For each Selected Student Loan, we recomputed or compared the specified attributes listed below contained in the Data File to the corresponding
information in the respective Sources, utilizing the Instructions, as applicable. The Specified Parties indicated that the absence of any of the specified Sources or the inability to agree the indicated information from the Data File to the
Sources for each of the specified attributes, utilizing the Instructions, constituted an exception. The Sources are listed in the order of priority until such attribute was agreed.
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Attribute
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Sources / Instructions
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Disbursement Year
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“Act Disb Date” field on Note Disbursements Screen and Instructions
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Original Principal Balance
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“Orig Note Amt” field on Note Detail 2 Screen
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Current Principal Balance
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“CPB” field and principal payment amounts on Payment History for Current Principal Balance Screen, and Instructions
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Loan Type
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“Loan Type” field on Note Detail 2 Screen
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Loan Status
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“Status” and “Next Pmt Dt” fields on Note Detail 1 Screen, “NPD” field on Payment History for Loan Status and Interest Rate Screen, Lookup Code
Mapping, and Instructions
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Current Status End Date
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“End Dt of Stat” field on Note Detail 1 Screen, “First Pmt Dt” and “Term” fields on Repayment Schedule Screen, and Instructions
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Remaining Term
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“Remaining Term” field on Note Detail 1 Screen
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Interest Rate
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“Interest Rate” field on Note Detail 2 Screen, “Int Rate” and “Eff Dt” fields on Payment History for Loan Status and Interest Rate Screen, and
Instructions
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School Code
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“Original School ID” field on Servicing History Screen
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State of Residence
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“Address” field on BLS Main Screen
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Original FICO
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“Borrower – Credit Score” field, “Co-Signer – Credit Score” field, “Co-Maker – Credit Score” field on Origination Screen, and Instructions
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C.
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For each Selected Student Loan, we observed the presence of a signed Promissory Note in the Sources. The Specified Parties indicated that the
absence of a signed Promissory Note constituted an exception. We performed no procedures to assess compliance with regard to any signatory requirements or confirm the authenticity of the signature(s). The Promissory Notes were present for
all Selected Student Loans.
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2
The information regarding the Selected Student Loans was found to be in agreement with the respective information contained in the Sources, except as listed
in Exhibit D. Based on the results of the procedures performed, there is a 95.0% confidence level that the maximum estimated error occurrence rate for each of the attributes across the entire population of 367,066 Student Loans does not exceed 5.0%.
Because we are not engaged to express a conclusion, we do not offer a conclusion based on the application of a sampling technique.
This agreed-upon procedures engagement was conducted in accordance with attestation standards established by the American Institute of Certified Public
Accountants. We were not engaged to, and did not, conduct an examination or review, the objective of which would be the expression of an opinion or conclusion, respectively, on the specified attributes identified by the Company in the Data File.
Accordingly, we do not express such an opinion or conclusion. Had we performed additional procedures, other matters might have come to our attention that would have been reported to the Specified Parties.
The procedures performed were applied based on the information contained in the Data File, Sources, and Instructions, without verification or evaluation of
such information or Instructions by us; therefore, we express no opinion or any other form of assurance regarding (i) the physical existence of the Student Loans, (ii) the reasonableness of the Sources and Instructions, (iii) the reliability or
accuracy of the Sources, which were used in our procedures, or (iv) matters of legal interpretation.
The procedures performed were not intended to address, nor did they address: (i) the conformity of the origination of the Student Loans to stated underwriting
or credit extension guidelines, standards, criteria or other requirements, (ii) the value of collateral securing any such Student Loans being securitized, (iii) the compliance of the originator of the Student Loans with federal, state, and local laws
and regulations, or (iv) any other factor or characteristic of the Student Loans that would be material to the likelihood that the issuer of the asset-backed security will pay interest and principal in accordance with applicable terms and
conditions. The procedures performed were not intended to satisfy any criteria for due diligence published by a nationally recognized statistical rating organization (“NRSRO”).
The terms of our engagement are such that we have no obligation to update this report because of events and transactions that may subsequently occur.
This report is intended solely for the information and use of the Specified Parties. It is not intended to be and should not be used by any other person or
entity, including investors or the NRSROs, who are not identified in the report as the Specified Parties but may have access to this report as required by law or regulation.
/s/ KPMG LLP
Los Angeles, California
April 14, 2021
April 14, 2021
3
Exhibit A
The Selected Student Loans
|
Selected
Student Loan
Number
|
Student Loan
Number
|
Selected
Student Loan
Number
|
Student Loan
Number
|
Selected
Student Loan
Number
|
Student Loan
Number
|
Selected
Student Loan
Number
|
Student Loan
Number
|
|
|
1
|
2021A001
|
51
|
2021A051
|
101
|
2021A101
|
151
|
2021A151
|
|
|
2
|
2021A002
|
52
|
2021A052
|
102
|
2021A102
|
152
|
2021A152
|
|
|
3
|
2021A003
|
53
|
2021A053
|
103
|
2021A103
|
153
|
2021A153
|
|
|
4
|
2021A004
|
54
|
2021A054
|
104
|
2021A104
|
154
|
2021A154
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|
|
5
|
2021A005
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55
|
2021A055
|
105
|
2021A105
|
155
|
2021A155
|
|
|
6
|
2021A006
|
56
|
2021A056
|
106
|
2021A106
|
156
|
2021A156
|
|
|
7
|
2021A007
|
57
|
2021A057
|
107
|
2021A107
|
157
|
2021A157
|
|
|
8
|
2021A008
|
58
|
2021A058
|
108
|
2021A108
|
158
|
2021A158
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|
|
9
|
2021A009
|
59
|
2021A059
|
109
|
2021A109
|
159
|
2021A159
|
|
|
10
|
2021A010
|
60
|
2021A060
|
110
|
2021A110
|
160
|
2021A160
|
|
|
11
|
2021A011
|
61
|
2021A061
|
111
|
2021A111
|
161
|
2021A161
|
|
|
12
|
2021A012
|
62
|
2021A062
|
112
|
2021A112
|
162
|
2021A162
|
|
|
13
|
2021A013
|
63
|
2021A063
|
113
|
2021A113
|
163
|
2021A163
|
|
|
14
|
2021A014
|
64
|
2021A064
|
114
|
2021A114
|
164
|
2021A164
|
|
|
15
|
2021A015
|
65
|
2021A065
|
115
|
2021A115
|
165
|
2021A165
|
|
|
16
|
2021A016
|
66
|
2021A066
|
116
|
2021A116
|
166
|
2021A166
|
|
|
17
|
2021A017
|
67
|
2021A067
|
117
|
2021A117
|
167
|
2021A167
|
|
|
18
|
2021A018
|
68
|
2021A068
|
118
|
2021A118
|
168
|
2021A168
|
|
|
19
|
2021A019
|
69
|
2021A069
|
119
|
2021A119
|
169
|
2021A169
|
|
|
20
|
2021A020
|
70
|
2021A070
|
120
|
2021A120
|
170
|
2021A170
|
|
|
21
|
2021A021
|
71
|
2021A071
|
121
|
2021A121
|
171
|
2021A171
|
|
|
22
|
2021A022
|
72
|
2021A072
|
122
|
2021A122
|
172
|
2021A172
|
|
|
23
|
2021A023
|
73
|
2021A073
|
123
|
2021A123
|
173
|
2021A173
|
|
|
24
|
2021A024
|
74
|
2021A074
|
124
|
2021A124
|
174
|
2021A174
|
|
|
25
|
2021A025
|
75
|
2021A075
|
125
|
2021A125
|
175
|
2021A175
|
|
|
26
|
2021A026
|
76
|
2021A076
|
126
|
2021A126
|
176
|
2021A176
|
|
|
27
|
2021A027
|
77
|
2021A077
|
127
|
2021A127
|
177
|
2021A177
|
|
|
28
|
2021A028
|
78
|
2021A078
|
128
|
2021A128
|
178
|
2021A178
|
|
|
29
|
2021A029
|
79
|
2021A079
|
129
|
2021A129
|
179
|
2021A179
|
|
|
30
|
2021A030
|
80
|
2021A080
|
130
|
2021A130
|
180
|
2021A180
|
|
|
31
|
2021A031
|
81
|
2021A081
|
131
|
2021A131
|
181
|
2021A181
|
|
|
32
|
2021A032
|
82
|
2021A082
|
132
|
2021A132
|
182
|
2021A182
|
|
|
33
|
2021A033
|
83
|
2021A083
|
133
|
2021A133
|
183
|
2021A183
|
|
|
34
|
2021A034
|
84
|
2021A084
|
134
|
2021A134
|
184
|
2021A184
|
|
|
35
|
2021A035
|
85
|
2021A085
|
135
|
2021A135
|
185
|
2021A185
|
|
|
36
|
2021A036
|
86
|
2021A086
|
136
|
2021A136
|
186
|
2021A186
|
|
|
37
|
2021A037
|
87
|
2021A087
|
137
|
2021A137
|
187
|
2021A187
|
|
|
38
|
2021A038
|
88
|
2021A088
|
138
|
2021A138
|
188
|
2021A188
|
|
|
39
|
2021A039
|
89
|
2021A089
|
139
|
2021A139
|
189
|
2021A189
|
|
|
40
|
2021A040
|
90
|
2021A090
|
140
|
2021A140
|
190
|
2021A190
|
|
|
41
|
2021A041
|
91
|
2021A091
|
141
|
2021A141
|
191
|
2021A191
|
|
|
42
|
2021A042
|
92
|
2021A092
|
142
|
2021A142
|
192
|
2021A192
|
|
|
43
|
2021A043
|
93
|
2021A093
|
143
|
2021A143
|
193
|
2021A193
|
|
|
44
|
2021A044
|
94
|
2021A094
|
144
|
2021A144
|
194
|
2021A194
|
|
|
45
|
2021A045
|
95
|
2021A095
|
145
|
2021A145
|
195
|
2021A195
|
|
|
46
|
2021A046
|
96
|
2021A096
|
146
|
2021A146
|
196
|
2021A196
|
|
|
47
|
2021A047
|
97
|
2021A097
|
147
|
2021A147
|
197
|
2021A197
|
|
|
48
|
2021A048
|
98
|
2021A098
|
148
|
2021A148
|
198
|
2021A198
|
|
|
49
|
2021A049
|
99
|
2021A099
|
149
|
2021A149
|
199
|
2021A199
|
|
|
50
|
2021A050
|
100
|
2021A100
|
150
|
2021A150
|
200
|
2021A200
|
|
A-1
Exhibit A
The Selected Student Loans (Cont.)
|
Selected
Student Loan
Number
|
Student Loan
Number
|
Selected
Student Loan
Number
|
Student Loan
Number
|
Selected
Student Loan
Number
|
Student Loan
Number
|
Selected
Student Loan
Number
|
Student Loan
Number
|
|
|
201
|
2021A201
|
242
|
2021A242
|
283
|
2021A283
|
324
|
2021A324
|
|
|
202
|
2021A202
|
243
|
2021A243
|
284
|
2021A284
|
325
|
2021A325
|
|
|
203
|
2021A203
|
244
|
2021A244
|
285
|
2021A285
|
326
|
2021A326
|
|
|
204
|
2021A204
|
245
|
2021A245
|
286
|
2021A286
|
327
|
2021A327
|
|
|
205
|
2021A205
|
246
|
2021A246
|
287
|
2021A287
|
328
|
2021A328
|
|
|
206
|
2021A206
|
247
|
2021A247
|
288
|
2021A288
|
329
|
2021A329
|
|
|
207
|
2021A207
|
248
|
2021A248
|
289
|
2021A289
|
330
|
2021A330
|
|
|
208
|
2021A208
|
249
|
2021A249
|
290
|
2021A290
|
331
|
2021A331
|
|
|
209
|
2021A209
|
250
|
2021A250
|
291
|
2021A291
|
332
|
2021A332
|
|
|
210
|
2021A210
|
251
|
2021A251
|
292
|
2021A292
|
333
|
2021A333
|
|
|
211
|
2021A211
|
252
|
2021A252
|
293
|
2021A293
|
334
|
2021A334
|
|
|
212
|
2021A212
|
253
|
2021A253
|
294
|
2021A294
|
335
|
2021A335
|
|
|
213
|
2021A213
|
254
|
2021A254
|
295
|
2021A295
|
336
|
2021A336
|
|
|
214
|
2021A214
|
255
|
2021A255
|
296
|
2021A296
|
337
|
2021A337
|
|
|
215
|
2021A215
|
256
|
2021A256
|
297
|
2021A297
|
338
|
2021A338
|
|
|
216
|
2021A216
|
257
|
2021A257
|
298
|
2021A298
|
339
|
2021A339
|
|
|
217
|
2021A217
|
258
|
2021A258
|
299
|
2021A299
|
340
|
2021A340
|
|
|
218
|
2021A218
|
259
|
2021A259
|
300
|
2021A300
|
341
|
2021A341
|
|
|
219
|
2021A219
|
260
|
2021A260
|
301
|
2021A301
|
342
|
2021A342
|
|
|
220
|
2021A220
|
261
|
2021A261
|
302
|
2021A302
|
343
|
2021A343
|
|
|
221
|
2021A221
|
262
|
2021A262
|
303
|
2021A303
|
344
|
2021A344
|
|
|
222
|
2021A222
|
263
|
2021A263
|
304
|
2021A304
|
345
|
2021A345
|
|
|
223
|
2021A223
|
264
|
2021A264
|
305
|
2021A305
|
346
|
2021A346
|
|
|
224
|
2021A224
|
265
|
2021A265
|
306
|
2021A306
|
347
|
2021A347
|
|
|
225
|
2021A225
|
266
|
2021A266
|
307
|
2021A307
|
348
|
2021A348
|
|
|
226
|
2021A226
|
267
|
2021A267
|
308
|
2021A308
|
349
|
2021A349
|
|
|
227
|
2021A227
|
268
|
2021A268
|
309
|
2021A309
|
350
|
2021A350
|
|
|
228
|
2021A228
|
269
|
2021A269
|
310
|
2021A310
|
351
|
2021A351
|
|
|
229
|
2021A229
|
270
|
2021A270
|
311
|
2021A311
|
352
|
2021A352
|
|
|
230
|
2021A230
|
271
|
2021A271
|
312
|
2021A312
|
353
|
2021A353
|
|
|
231
|
2021A231
|
272
|
2021A272
|
313
|
2021A313
|
354
|
2021A354
|
|
|
232
|
2021A232
|
273
|
2021A273
|
314
|
2021A314
|
355
|
2021A355
|
|
|
233
|
2021A233
|
274
|
2021A274
|
315
|
2021A315
|
356
|
2021A356
|
|
|
234
|
2021A234
|
275
|
2021A275
|
316
|
2021A316
|
357
|
2021A357
|
|
|
235
|
2021A235
|
276
|
2021A276
|
317
|
2021A317
|
358
|
2021A358
|
|
|
236
|
2021A236
|
277
|
2021A277
|
318
|
2021A318
|
359
|
2021A359
|
|
|
237
|
2021A237
|
278
|
2021A278
|
319
|
2021A319
|
360
|
2021A360
|
|
|
238
|
2021A238
|
279
|
2021A279
|
320
|
2021A320
|
361
|
2021A361
|
|
|
239
|
2021A239
|
280
|
2021A280
|
321
|
2021A321
|
|||
|
240
|
2021A240
|
281
|
2021A281
|
322
|
2021A322
|
|||
|
241
|
2021A241
|
282
|
2021A282
|
323
|
2021A323
|
|||
Note: The Company has assigned a unique Loan ID number to each Student Loan in the Data File. The Student Loan
Numbers referred to in this Exhibit are not the Loan ID numbers.
A-2
Exhibit B
Lookup Code Mapping
|
Loan Status per Sources
|
Loan Status per Data File
|
|
Repayment, Loan Mod, Military Repay
|
Repayment Current
|
|
School, Military School
|
In-School
|
|
Disaster Forb
|
Forbearance
|
|
Deferment
|
Deferment
|
|
Grace
|
Grace
|
B-1
Exhibit C
Instructions
|
Attribute
|
Instructions
|
|
Disbursement Year
|
Compare the “Orig_Vint_Date” field in the Data File to the earliest “Act Disb Date” field on Note Disbursements Screen.
|
|
Current Principal Balance
|
Compare the “Ln_Cur_Bal” field in the Data File to the “CPB” field on Note Detail 2 Screen. In the event the “CPB” field on Note Detail 2 Screen did
not agree with the “Ln_Cur_Bal” field in the Data File, compare the sum of the “CPB” filed and all principal payment amounts on Payment History for Current Principal Balance Screen for which the “Prcs Dt” is after the Cutoff Date to the
“Ln_Cur_Bal” field in the Data File.
|
|
Loan Status
|
Compare the “Status” field in the Data File to the
“Status” field on the Note Detail 1 Screen based on the Lookup Code Mapping. In the event the “Status” field on Note Detail 1 Screen did not agree with the “Status” field in the Data File, perform the following procedures:
a) If the “Status” field in the Note Detail 1 Screen was “Loan Mod” and the “Next Pmt Dt” field on the Note Detail 1 Screen was prior to the Cutoff Date, we were instructed to
consider the Loan Status to be Repay_Delinquent.
b) If the “Status” field in the Note Detail 1 Screen was “Repayment,” and the “Next Pmt
Dt” on Note Detail 1 Screen or “NPD” field on Payment History for Loan Status and Interest Rate Screen was prior to the Cutoff Date, we were instructed to consider the Loan Status to be Repay_Delinquent.
|
|
Current Status End Date
|
a) If the Loan Status of the Selected Student Loan was Repayment Current or Repay_Delinquent, compare the “Curr_Maturity_Date” field in the Data File to the sum of the “First Pmt Dt” field and
months in the “Term” field on the Repayment Schedule Screen.
b) If the Loan Status of the Selected Student Loan was In-School, compare the date one day prior to the “Grace_Begin_Date” field in the Data File to the “End Dt of Stat” field on Note Detail 1
Screen.
c) If the Loan Status of the Selected Student Loan was Grace, compare the “Grace_End_DT” field in the Data File to the “End Dt of Stat” field on Note Detail 1 Screen.
d) If the Loan Status of the Selected Student Loan was Deferment or Forbearance, compare the “Active_Df_En_Date” field in the Data File to the “End Dt of Stat” field on the Note Detail 1 Screen.
|
|
Interest Rate
|
Compare the “Drvd_Ln_Rate” field in the Data File to the “Interest Rate” field on the Note Detail 2 Screen. In the event the “Interest Rate” field on
Note Detail 2 Screen did not agree with the “Drvd_Ln_Rate” field in the Data File, compare “Int Rate” field which corresponding “Eff Dt” field was Cutoff Date on Payment History for Loan Status and Interest Rate Screen to the “Drvd_Ln_Rate”
field in the Data File.
|
|
Attribute
|
Instructions
|
|
Original FICO
|
a) Compare the “Borr_Fico” field in the Data File to the “Borrower – Credit Score” field on the Origination Screen. If the “Borr_Fico” field in the Data File did not agree with the “Borrower –
Credit Score” field on the Origination Screen, compare the “Cos1_Fico” field in the Data File to the “Co-Signer – Credit Score” field on the Origination Screen. If the “Cos1_Fico” field in the Data File did not agree with the “Co-Signer –
Credit Score” field on the Origination Screen, compare the “Cos2_Fico” field in the Data File with the “Co-Maker – Credit Score” field on the Origination Screen.
b) If the “Cos2_Fico” field in the Data File was blank, consider the field to be equal to zero.
c) Do not consider an Original FICO value of zero to be an exception.
|
C-1
Exhibit D
Exception List
|
Selected Student
Loan Number
|
Student Loan
Number
|
Attribute
|
Per Data File
|
Per Source
|
|
1
|
2021A001
|
Remaining Term
|
60
|
58
|
D-1