Also known as a subscription agreement. The purchase agreement is the principal agreement between the issuer and the investor, or between the issuer and the initial purchasers, in a private placement of debt or equity securities. The agreement, which sets out the terms and conditions of the purchase of the securities, contains an agreement by the investor or the initial purchasers to buy the issuer's securities, the purchase price, the representations and warranties of the parties and certain covenants. The issuer obtains certain relevant information from the investor or the initial purchasers to ensure they meet the criteria of the applicable exemptions from the registration requirement under the Securities Act.

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