EXHIBIT 1(2)
PURCHASE AGREEMENT
Credit Suisse Warburg Pincus European Equity 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
common stock of the Fund, which shall be designated as a Class A share, having a
par value of $.001 per share, at a price of $____ per Share (the "Initial
Share"), the Fund agreeing to waive the initial 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 distributing it.
3. CSAM agrees that if any holder of an Initial Share redeems
such Share in the Fund before one year after the date upon which Class A of the
Fund commences its investment activities, the redemption proceeds will be
reduced by the amount of unamortized organizational and offering expenses of
that Class.
IN WITNESS WHEREOF, the parties hereto have executed this
Agreement as of the ____ day of ________________, 2001.
CREDIT SUISSE WARBURG PINCUS
EUROPEAN EQUITY FUND, INC.
By:
---------------------------------
Name:
Title:
ATTEST:
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CREDIT SUISSE ASSET MANAGEMENT, LLC
By:
---------------------------------
Name:
Title:
ATTEST:
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