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:
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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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