Wisconsin Sample Purchase Agreement between Cell Pathways, Inc., MAS Funds Small Cap Value Portfolio, Van Kampen American Value Fund This Wisconsin Sample Purchase Agreement establishes the terms and conditions for the acquisition of securities between Cell Pathways, Inc. (hereinafter referred to as the "Seller") and MAS Funds Small Cap Value Portfolio, Van Kampen American Value Fund (hereinafter collectively referred to as the "Buyer"). 1. Parties Involved: a. Seller: Cell Pathways, Inc. b. Buyer: MAS Funds Small Cap Value Portfolio, Van Kampen American Value Fund 2. Purpose: This Purchase Agreement is entered into for the purpose of the Buyer acquiring securities (stocks, bonds, or other financial instruments) from the Seller in accordance with the laws of Wisconsin. 3. Securities Details: a. Type: Specify the type of securities to be purchased. b. Quantity: State the number or amount of securities to be acquired. c. Price: Mention the purchase price per security or the method of price determination. 4. Representations and Warranties: a. Seller represents that they are the legal owner of the securities being sold. b. Seller warrants that the securities are free from any encumbrances, liens, or claims. c. Buyer acknowledges that they have conducted their due diligence and are satisfied with the condition and legal status of the securities. 5. Purchase Price and Payment Terms: a. State the total purchase price for the securities. b. Specify the payment terms, modes, and currency to be used for the transaction. c. Outline any installment or escrow arrangements, if applicable. 6. Closing and Delivery: a. Specify the closing date and location of the transaction. b. Define the delivery method for the securities, including any required documentation. 7. Governing Law and Jurisdiction: a. Specify that Wisconsin law governs the interpretation and enforcement of this agreement. b. Designate the courts of Wisconsin as the jurisdiction for resolving disputes. 8. Confidentiality and Non-Disclosure: a. Both parties agree to maintain the confidentiality of any proprietary information they exchange during the transaction. b. Prohibit either party from disclosing any sensitive information to third parties without prior written consent. 9. Termination: Outline the circumstances under which the agreement may be terminated, such as default, breach, or mutual agreement. 10. Entire Agreement: Specify that this Purchase Agreement constitutes the entire agreement between the parties, superseding any prior negotiations or understandings. Additional Types of Wisconsin Sample Purchase Agreements: — Wisconsin Sample Purchase Agreement for Real Estate — Wisconsin Sample Purchase Agreement for Business Assets — Wisconsin Sample Purchase Agreement for Intellectual Property Keywords: Wisconsin purchase agreement, Cell Pathways, Inc., MAS Funds Small Cap Value Portfolio, Van Kampen American Value Fund, securities, purchase price, payment terms, closing, delivery, governing law, jurisdiction, confidentiality, termination.