Sallie Mae 2012 Annual Report Download - page 105

4. Appendices
Appendix A — Federal Family Education Loan Program
(b) Exhibits
3.1 Restated Certificate of Incorporation of the Company (incorporated by reference to Exhibit 4.1 to the
Company’s Registration Statement on Form S-8 (File No. 333-159447) filed on May 22, 2009).
3.2 Certificate of Designation of 7.25% Mandatory Convertible Preferred Stock (incorporated by reference
to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on January 3, 2008).
3.3 By-Laws of the Company (incorporated by reference to Exhibit 3.2 to the Company’s Current Report
on Form 8-K filed on November 21, 2011).
4.1 Indenture, dated as of October 1, 2000, between the Company and The Bank of New York Mellon, as
successor to J.P. Morgan Chase Bank, National Association, formerly Chase Manhattan Bank
(incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K (File No. 1-
13251) filed on October 5, 2000).
4.2 Fourth Supplemental Indenture, dated as of January 16, 2003, between the registrant and Deutsche
Bank Trust Company Americas (incorporated by reference to Exhibit 4.1 to the Company’s Current
Report on Form 8-K (File No. 1-13251) filed on January 17, 2003).
4.3 Amended Fourth Supplemental Indenture, dated as of December 17, 2004, between the Company and
Deutsche Bank Trust Company Americas (incorporated by reference to Exhibit 4.1 to the Company’s
Current Report on Form 8-K (File No. 1-13251) filed on December 17, 2004).
4.4 Second Amended Fourth Supplemental Indenture, dated as of July 22, 2008, between the Company
and Deutsche Bank Trust Company Americas (incorporated by reference to Exhibit 4.1 to the
Company’s Current Report on Form 8-K (File No. 1-13251) filed on July 25, 2008).
4.5 Sixth Supplemental Indenture, dated as of October 15, 2008, between the Company and The Bank of
New York Mellon (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form
8-K (File No. 1-13251) filed on October 15, 2008).
4.6 Medium Term Note Master Note, Series A (incorporated by reference to Exhibit 4.1.1 to the
Company’s Current Report on Form 8-K (File No. 1-13251) filed on November 7, 2001).
4.7 Medium Term Note Master Note, Series B (incorporated by reference to Exhibit 4.2 to the Company’s
Current Report on Form 8-K (File No. 1-13251) filed on January 28, 2003).
10.1 Affiliate Collateral Pledge and Security Agreement between SLM Education Credit Finance
Corporation, HICA Education Loan Corporation and the Federal Home Loan Bank of Des Moines,
dated January 15, 2010 (incorporated by reference to Exhibit 10.38 of the Company’s Annual Report
on Form 10-K filed on February 26, 2010).
10.2 Advances, Pledge and Security Agreement between HICA Education Loan Corporation and the
Federal Home Loan Bank of Des Moines, dated January 15, 2010 (incorporated by reference to
Exhibit 10.39 of the Company’s Annual Report on Form 10-K filed on February 26, 2010).
10.3 Asset Purchase Agreement between The Student Loan Corporation; Citibank, N.A.; Citibank
(South Dakota) National Association; SLC Student Loan Receivables I, Inc., SLM Corporation, Bull
Run 1 LLC, SLM Education Credit Finance Corporation and Sallie Mae, Inc. (incorporated by
reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q filed on November 8,
2010).
10.4† Retainer Agreement between Anthony P. Terracciano and the Company, dated January 7, 2008
(incorporated by reference to Exhibit 10.30 of the Company’s Quarterly Report on Form 10-Q filed on
May 9, 2008).
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