Common use of Purchasers’ Reliance Clause in Contracts

Purchasers’ Reliance. Originator acknowledges that the Administrative Agent, the Managing Agents and the Purchasers are entering into the transactions contemplated by the Purchase Agreement and the other Transaction Documents in reliance upon Buyer’s identity as a legal entity that is separate from any other Person. Therefore, from and after the date of execution and delivery of this Agreement, Originator will take all reasonable steps, including, without limitation, all steps that Buyer (or its assigns) may from time to time reasonably request, to maintain Buyer’s identity as a separate legal entity and to make it manifest to third parties that Buyer is an entity with assets and liabilities distinct from those of each Related Entity and not just a division of any Related Entity. Without limiting the generality of the foregoing and in addition to the other covenants set forth herein, Originator will: (i) not hold itself out to third parties as liable for the debts of Buyer nor purport to own the Receivables and other assets acquired by Buyer, and (ii) take all other actions necessary on its part to ensure that Buyer is at all times in compliance with the covenants set forth in Section 7.1(i) of the Purchase Agreement.

Purchasers’ Reliance. Originator acknowledges that the Administrative Agent, the Managing Agents Agent and the Purchasers are entering into the transactions contemplated by the Purchase Agreement and the other Transaction Documents in reliance upon Buyer’s identity as a legal entity that is separate from Originator or any other PersonAffiliates thereof (each a “CMS Entity”). Therefore, from and after the date of execution and delivery of this Agreement, Originator will take all reasonable steps, steps including, without limitation, all steps that Buyer (or its assigns) any assignee of Buyer may from time to time reasonably request, request to maintain Buyer’s identity as a separate legal entity and to make it manifest to third parties that Buyer is an entity with assets and liabilities distinct from those of each Related any CMS Entity and not just a division of any Related a CMS Entity. Without limiting the generality of the foregoing and in addition to the other covenants set forth herein, Originator will: (i) will not hold itself out to third parties as liable for the debts of Buyer nor purport to own the Receivables and other assets acquired by Buyer, and Buyer and (ii) will take all other actions reasonably necessary on its part to ensure that Buyer is at all times in compliance with the covenants set forth in Section 7.1(i) of the Purchase Agreement.