PURCHASE AGREEMENT
Credit Suisse Small Cap Growth Fund, Inc. (the "Fund"), a corporation
organized under the laws of the State of Maryland, and Credit Suisse Asset
Management, LLC ("CSAM") hereby agree as follows:
1. The Fund offers CSAM and CSAM hereby purchases one share of beneficial
interest of the Fund designated as a Class C share, at a price of $_____ per
share (the "Initial Share"), the Fund agreeing to waive the contingent deferred
sales charge on such purchase. CSAM hereby acknowledges receipt of a certificate
representing the Initial Share, and the Fund hereby acknowledges receipt from
CSAM of $____ 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 such Share
before one year after the date upon which the Class C of the Fund commences its
investment activities, the redemption proceeds will be reduced by the amount of
unamortized organizational and offering expenses of such Class.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the ___ day of _____________, 2004.
CREDIT SUISSE SMALL CAP GROWTH 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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