Exhibit 2(p)
FORM OF
PURCHASE AGREEMENT
Magnetar Spectrum Fund (the "Fund"), a Delaware statutory trust, and
Magnetar Financial LLC (the "Buyer") hereby agree as follows:
1. The Fund hereby offers the Buyer and the Buyer hereby purchases [___]
common shares of beneficial interest of the Fund (the "Shares"), at $[__] per
share. The Shares are the "initial shares" of the Fund.
2. The Buyer shall wire or pay the amount of $[___] to the Fund no later
than December __ in full payment for the Share.
3. The Buyer represents and warrants to the Fund that the Share purchased
by the Buyer is being acquired for investment purposes and that it will be sold
only pursuant to a registration statement under the Securities Act of 1933 or an
applicable exemption therefrom.
4. This Agreement has been executed on behalf of the Fund by the
undersigned officer of the Fund in his or her capacity as an officer of the
Fund.
5. This Agreement may be executed in counterparts, each of which shall be
deemed to be an original, but such counterparts shall, together, constitute only
one instrument.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
___ day of ____, 2007.
MAGNETAR SPECTRUM FUND
By:
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Name:
Title:
MAGNETAR FINANCIAL LLC
By:
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Name:
Title: