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PURCHASE AGREEMENT
Credit Suisse Institutional Fund, Inc. (the "Fund"), a
corporation organized under the laws of the State of Maryland, with respect to
the Investment Grade Fixed Income Portfolio (the "Portfolio"), and Credit Suisse
Asset Management, LLC ("CSAM") hereby agree as follows:
1. The Fund offers CSAM and CSAM hereby purchases one share
of common stock of the Portfolio, having a par value of $.001 per share, at a
price of $10.00, (the "Initial Share"). CSAM hereby acknowledges receipt of
certificates representing the Initial Share and the Fund hereby acknowledges
receipt from CSAM of $10.00 in full payment for the Initial Share.
2. CSAM represents and warrants to the Fund that the
Initial Share is being acquired for investment purposes and not for the purpose
of distribution.
3. CSAM agrees that if any holder of the Initial Share
redeems the Initial Share in the Portfolio before five years from the date upon
which the Portfolio commences its investment activities, the redemption proceeds
will be reduced by the amount of unamortized organizational expenses in the same
proportion as the number of Initial Shares being redeemed bears to the number of
Initial Shares outstanding at the time of redemption. The parties hereby
acknowledge that any shares acquired by CSAM other than the Initial Share have
not been acquired to fulfill the requirements of Section 14 of the Investment
Company Act of 1940, as amended, and, if redeemed, their redemption proceeds
will not be subject to reduction based on the unamortized organizational
expenses of the Portfolio.
IN WITNESS WHEREOF, the parties hereto have executed this
Agreement as of the ____ day of ________________, 2001.
CREDIT SUISSE INSTITUTIONAL FUND, INC.
By:
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Name:
Title:
ATTEST:
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CREDIT SUISSE ASSET MANAGEMENT, LLC
By:
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Name:
Title:
ATTEST:
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