Common use of Covenant of the Seller and the Purchaser Clause in Contracts

Covenant of the Seller and the Purchaser. (a) The Seller and the Purchaser have structured this Agreement with the intention that each Purchase of Receivables hereunder be treated as a sale of such Receivables by the Seller to the Purchaser for all purposes other than U.S. federal income tax purposes. The Seller and the Purchaser shall record each Purchase as a sale or purchase, as the case may be, on its books and records, and reflect each Purchase in its financial statements as a sale or purchase, as the case may be. (b) Notwithstanding anything herein to the contrary, for U.S. federal income tax purposes, the parties hereto agree to treat the sale of Receivables pursuant to this Agreement as a loan secured by the Receivables. (c) The parties hereto acknowledge, that for U.S. federal income tax purposes, the Purchaser shall be treated as a security collateral device for the benefit of the Seller and the other Intermediate SPVs and the parties will not treat the Purchaser as a partnership or as an association or publicly traded partnership taxable as a corporation.