CERTIFICATE PURCHASE AGREEMENT dated November 30, 1995 (this "Agreement") among DELL RECEIVABLES L. P., a Texas limited partnership, as Seller (the "Seller"), CORPORATE RECEIVABLES CORPORATION ("CRC"), as purchaser (the "Purchaser"), THE FINANCIAL INSTITUTIONS LISTED FROM TIME TO TIME ON THE SIGNATURE PAGES HERETO AS LIQUIDITY PROVIDERS (individually, a "Liquidity Provider" and collectively, the "Liquidity Providers"), CITICORP NORTH AMERICA, INC., as agent (the "Program Agent") for the Purchaser and the Liquidity Providers, and NORWEST BANK MINNESOTA, NATIONAL ASSOCIATION, as trustee (the "Trustee").

WITNESSETH:

WHEREAS, the Dell Trade Receivables Master Trust may issue the Series 1995-1 Certificates (as hereinafter defined) at the direction of the Seller;

WHEREAS, subject to the terms and conditions of this Agreement and of the Series 1995-1 Supplement, the Seller may sell the Class A Certificates to CRC or the Liquidity Providers;

WHEREAS, subject to the terms and conditions of this Agreement, CRC may and the Liquidity Providers shall fund from time to time Increases in the Class A Invested Amount; and

WHEREAS, the Class A Certificates will be held by the Program Agent for CRC and the Liquidity Providers;

NOW THEREFORE, in consideration of the premises and the mutual covenants herein contained, the parties hereto hereby agree as follows: