BAIDU, INC. filed this Form 6-K on 06/28/2017
Entire Document

Exhibit 1.1



$         % Notes due     

$         % Notes due     

Underwriting Agreement

                    , 2017

Goldman Sachs (Asia) L.L.C.

68/F, Cheung Kong Center

2 Queen’s Road Central

Hong Kong

J.P. Morgan Securities LLC

383 Madison Avenue

New York, New York 10179

United States

The Hongkong and Shanghai Banking Corporation Limited

Level 17, HSBC Main Building

1 Queen’s Road Central

Hong Kong

As Representatives of the several Underwriters listed in Schedule 1 hereto

Ladies and Gentlemen:

Baidu, Inc., an exempted company limited by shares under the laws of the Cayman Islands (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of $     principal amount of its     % Notes due      (the “     Notes”) and an aggregate of $     principal amount of its     % Notes due      (the “     Notes”, and together with the      Notes, the “Securities”). The Securities will be issued pursuant to the Indenture dated as of November 28, 2012 (the “Original Indenture”), as amended by the Fifth Supplemental Indenture dated as of     , 2017 (the “Fifth Supplemental Indenture”, together with the Original Indenture, as further amended or supplemented, the “Indenture”) between the Company and The Bank of New York Mellon, as trustee (the “Trustee”).