Common use of Re-characterization Clause in Contracts

Re-characterization. If the sale of Receivables hereunder is re-characterized as a secured loan and not a sale or if such sale shall for any reason be ineffective or unenforceable, each of the Originator and the Buyer represents and warrants as to itself that each remittance of Collections by the Originator to the Buyer hereunder will have been (i) in payment of a debt incurred by the Originator in the ordinary course of business or financial affairs of the Originator and the Buyer and (ii) made in the ordinary course of business or financial affairs of the Originator and the Buyer.