Common use of Purchaser Sophistication; Non-Reliance Clause in Contracts

Purchaser Sophistication; Non-Reliance. In connection with the purchase of the Class C Notes, the Purchaser acknowledges that: (A) none of the Issuer, the Initial Purchaser, the Seller, the Depositor, the Indenture Trustee, the Owner Trustee, or any of their respective affiliates is acting as a fiduciary or financial or investment adviser for the Purchaser; (B) the Purchaser is not relying (for purposes of making any investment decision or otherwise) upon any advice, counsel or representations (whether written or oral) of the Issuer, the Initial Purchaser, the Seller, the Depositor, the Indenture Trustee or the Owner Trustee other than any statements in the Offering Memorandum; (C) the Purchaser has consulted with its own legal, regulatory, tax, business, investment, financial and accounting advisers to the extent it has deemed necessary and has made its own investment decisions (including decisions regarding the suitability of any transaction pursuant to the Indenture) based upon its own judgment and upon any advice from such advisers as it has deemed necessary and not upon any view expressed by the Issuer, the Initial Purchaser, the Seller, the Depositor, the Indenture Trustee, or the Owner Trustee; and (D) the Purchaser is a sophisticated investor and is purchasing the Class C Notes with a full understanding of all the terms, conditions and risks thereof and is capable of assuming and willing to assume those risks. In connection with the foregoing representations, warranties, and covenants, the undersigned Purchaser hereby agrees to indemnify the Issuer, the Seller, the Depositor, the Initial Purchaser and the Indenture Trustee against any liability that may result or arise from such undersigned Purchaser’s breach or default of the foregoing representations, warranties, and covenants. You are entitled to rely upon this letter and are irrevocably authorized to produce this letter or a copy hereof to any interested party in any administrative or legal proceedings or official inquiry with respect to the matters covered hereby.

Purchaser Sophistication; Non-Reliance. In connection with the purchase of the Class C Notes, the Purchaser acknowledges that: (A) none of the Issuer, the Initial Purchaser, the Seller, the Depositor, the Indenture Trustee, the Owner Trustee, Trustee or any of their respective affiliates is acting as a fiduciary or financial or investment adviser for the Purchaser; (B) the Purchaser is not relying (for purposes of making any investment decision or otherwise) upon any advice, counsel or representations (whether written or oral) of the Issuer, the Initial Purchaser, the Seller, the Depositor, Depositor or the Indenture Trustee or the Owner Trustee other than any statements in the Offering Memorandum[describe offering document]; (C) the Purchaser has consulted with its own legal, regulatory, tax, business, investment, financial and accounting advisers to the extent it has deemed necessary and has made its own investment decisions (including decisions regarding the suitability of any transaction pursuant to the Indenture) based upon its own judgment and upon any advice from such advisers as it has deemed necessary and not upon any view expressed by the Issuer, the Initial Purchaser, the Seller, the Depositor, Depositor or the Indenture Trustee, or the Owner Trustee; and (D) the Purchaser is a sophisticated investor and is purchasing the Class C Notes with a full understanding of all the terms, conditions and risks thereof and is capable of assuming and willing to assume those risks. Capitalized terms used and not defined herein shall have the meanings assigned thereto in the Sale and Servicing Agreement, dated as of February 15, 2008, among the Seller, the Depositor, the Issuer and the Indenture Trustee or the Indenture, as applicable. In connection with the foregoing representations, warranties, and covenants, the undersigned Purchaser hereby agrees to indemnify the Issuer, the Seller, the Depositor, the Initial Purchaser Depositor and the Indenture Trustee against any liability that may result or arise from such undersigned Purchaser’s breach or default of the foregoing representations, warranties, and covenants. You are entitled to rely upon this letter and are irrevocably authorized to produce this letter or a copy hereof to any interested party in any administrative or legal proceedings or official inquiry with respect to the matters covered hereby.

Purchaser Sophistication; Non-Reliance. In connection with the purchase of the Class C Notes, the Purchaser acknowledges that: (A) none of the Issuer, the Initial Purchaser, the Seller, the Depositor, the Indenture Trustee, the Owner Trustee, Trustee or any of their respective affiliates is acting as a fiduciary or financial or investment adviser for the Purchaser; (B) the Purchaser is not relying (for purposes of making any investment decision or otherwise) upon any advice, counsel or representations (whether written or oral) of the Issuer, the Initial Purchaser, the Seller, the Depositor, Depositor or the Indenture Trustee or the Owner Trustee other than any statements in the Offering Memorandum[describe offering document]; (C) the Purchaser has consulted with its own legal, regulatory, tax, business, investment, financial and accounting advisers to the extent it has deemed necessary and has made its own investment decisions (including decisions regarding the suitability of any transaction pursuant to the Indenture) based upon its own judgment and upon any advice from such advisers as it has deemed necessary and not upon any view expressed by the Issuer, the Initial Purchaser, the Seller, the Depositor, Depositor or the Indenture Trustee, or the Owner Trustee; and (D) the Purchaser is a sophisticated investor and is purchasing the Class C Notes with a full understanding of all the terms, conditions and risks thereof and is capable of assuming and willing to assume those risks. Capitalized terms used and not defined herein shall have the meanings assigned thereto in the Sale and Servicing Agreement, dated as of October 15, 2008, among the Seller, the Depositor, the Issuer and the Indenture Trustee or the Indenture, as applicable. In connection with the foregoing representations, warranties, and covenants, the undersigned Purchaser hereby agrees to indemnify the Issuer, the Seller, the Depositor, the Initial Purchaser Depositor and the Indenture Trustee against any liability that may result or arise from such undersigned Purchaser’s breach or default of the foregoing representations, warranties, and covenants. You are entitled to rely upon this letter and are irrevocably authorized to produce this letter or a copy hereof to any interested party in any administrative or legal proceedings or official inquiry with respect to the matters covered hereby.