Common use of Conveyance of Purchased Property; Intent of the Parties Clause in Contracts

Conveyance of Purchased Property; Intent of the Parties. The Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Purchaser without recourse (subject to the obligations herein) all right, title and interest of the Seller, whether now owned or hereafter acquired, in and to the Purchased Property. In consideration of the sale of the Purchased Property to the Purchaser on the Closing Date, the Purchaser shall pay to the Seller on the Closing Date an agreed price, representing the fair market value of the Purchased Property on the Closing Date. The sale, transfer, assignment and conveyance made hereunder shall not constitute and is not intended to result in an assumption by the Purchaser of any obligation of the Seller or any other Person to the Obligors or any other Person in connection with the Receivables and the other Purchased Property or any agreement, document or instrument related thereto. The Seller and the Purchaser intend that the sale, transfer, assignment and conveyance of the Purchased Property pursuant to this Section 2.1 shall be a sale and not a secured borrowing.