FIRST AMENDMENT TO UNSECURED CREDIT AGREEMENT

Exhibit 10.3

FIRST AMENDMENT TO UNSECURED CREDIT AGREEMENT

This First Amendment to Unsecured Credit Agreement (the “Amendment”) is made as of March 30, 2012 (the “Effective Date”), by and among BIOMED REALTY, L.P. (“Borrower”), KEYBANK NATIONAL ASSOCIATION, as “Administrative Agent,” and such of the lenders (“Lenders”) party to the Loan Agreement (defined below) constituting the Requisite Lenders under the Loan Agreement, and, solely for the purpose of agreeing to the terms and conditions of Section 5 below, BIOMED REALTY TRUST, INC., a Maryland corporation (“Guarantor”).

R E C I T A L S

A. Borrower, Administrative Agent, the Lenders executing this Amendment and certain other Lenders have entered into that certain Unsecured Credit Agreement dated as of July 14, 2011 (as it may be further amended, the “Loan Agreement”). All capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Loan Agreement.

B. Concurrently herewith, Administrative Agent and certain lenders have agreed to provide Borrower with an unsecured term credit facility with an initial Aggregate Commitment of $400,000,000, subject to future increase to up to $500,000,000 (the “Related Facility”), as evidenced by that certain Unsecured Term Credit Agreement of even date herewith by and among Borrower, Administrative Agent and certain other lenders as more particularly identified therein (the “Unsecured Term Credit Agreement”).

C. Borrower has requested that Administrative Agent and Lenders agree to amend the Loan Agreement as provided herein.

NOW, THEREFORE, with reference to the foregoing Recitals, all of which are incorporated herein by this reference, for valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

AGREEMENTS

1. Amendments to Defined Terms. The following Definitions from Article I of the Loan Agreement are modified as follows:

A. The defined term “Gross Asset Value” is hereby deleted and replaced with the following:

““Gross Asset Value” means, as of any day, an amount equal to the sum of the following assets then owned by a member of the Consolidated Group or an Investment Affiliate and valued as follows: (i) Adjusted NOI attributable to Projects owned by a member of the Consolidated Group (or the Consolidated Group Pro Rata Share thereof with respect to Projects owned by an Investment Affiliate) (excluding any such portion of such Adjusted NOI attributable to (a) Projects that were Unstabilized Projects at any time during the Fiscal Quarter with respect to which Adjusted NOI is determined, (b) Projects acquired after the first day of such Fiscal Quarter, or (c) Projects disposed of during or after such Fiscal Quarter), divided by the Capitalization Rate; plus, without duplication, (ii) with respect to each such Project that was an Unstabilized Project, the greater of (a) the portion of such Adjusted NOI attributable to such Project (or the Consolidated Group Pro Rata Share thereof with respect to any such excluded Project owned by an Investment Affiliate), divided by the Capitalization Rate and (b) the Consolidated Group’s GAAP cost basis (or the Consolidated Group Pro Rata Share thereof with respect to any such excluded Project owned by an Investment Affiliate) in such Project; plus (iii) the Consolidated Group’s GAAP cost basis of all Projects acquired after the first day of such Fiscal Quarter and on or prior to such date of determination (or the Consolidated Group Pro Rata Share thereof with respect to any such acquired Project owned by an Investment Affiliate); plus (iv) the Consolidated Group’s GAAP cost basis of all raw land held for development as of such date (or the Consolidated Group Pro Rata Share thereof with respect to any such land owned by an Investment Affiliate) (provided that the amount contributed to Gross Asset Value under this clause (iv) shall not exceed 10% of the total Gross Asset Value); plus (v) note receivables (valued at par value less impairments in accordance with GAAP) which are Permitted Investments per the terms of Section 6.13(d) hereinbelow (provided that the amount contributed to Gross Asset Value under this clause (v) shall not exceed 10% of the total Gross Asset Value); plus (vi) cash and Cash Equivalents of the Consolidated Group as of such date of determination. For purposes of determining Gross Asset Value, Projects with negative Adjusted NOI shall be excluded from clause (i) of the preceding sentence.”

B. The defined term “Negative Pledge” is hereby deleted and replaced with the following

““Negative Pledge” means a Contractual Obligation (other than the Loan Documents and the documents executed in connection with the Related Facility) that contains a covenant binding on any owner of a Project that prohibits Liens on any of such owner’s Projects, other than any such covenant contained in a Contractual Obligation (other than the Loan Documents and the documents executed in connection with the Related Facility) (a) granting or relating to a particular Lien on a Project or on an equity interest in a Project which prohibits further Liens on such Project and/or on the direct or indirect ownership interests in the entity owning such Project, or (b) requiring that the Consolidated Group maintain a pool of unencumbered properties of a size determined by reference to the total amount of Total Unsecured Indebtedness of the Consolidated Group on substantially similar terms to those provisions contained herein regarding the Unencumbered Projects, but that do not generally prohibit the encumbrance of the Borrower’s or the Consolidated Group’s assets, or the encumbrance of any specific assets.”

C. The defined term “Total Unsecured Indebtedness” is hereby deleted and replaced with the following

““Total Unsecured Indebtedness” means, as of any date, (A) Consolidated Outstanding Indebtedness (including without limitation all Indebtedness under this Agreement and the Unsecured Term Credit Agreement) less (B) all Secured Indebtedness of the Consolidated Group less (C) the Consolidated Group Pro Rata Share of all Secured Indebtedness of Investment Affiliates, provided that any Secured Indebtedness which both (i) is secured solely by a pledge of stock, partnership interests, membership interests or other ownership interests in a Person owning a Project or Projects and (ii) is a recourse obligation of Borrower or Parent shall be included in “Total Unsecured Indebtedness” notwithstanding clauses (B) and (C) of this sentence.”

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D. The defined term “Designated Deposit Account” is hereby deleted from the Loan Agreement.

2. Additional Defined Terms. Article 1 of the Loan Agreement is hereby amended by the addition of the following new defined terms having the following meanings as provided herein:

A. “Related Facility” means the credit facility made available to Borrower under the Unsecured Term Credit Agreement.

B. “Unsecured Term Credit Agreement” means that certain Unsecured Credit Agreement dated as of March 30, 2012 by and among the Borrower, KeyBank and certain other lenders identified therein, as it may be amended or modified from time to time.

3. Amendments to Loan Agreement. The Loan Agreement is hereby amended as follows:

A. Loans Generally. The last grammatical sentence contained in Section 2.1(d) of the Loan Agreement is hereby deleted in its entirety and replaced with the following:

“Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the account designated by Borrower.”

B. Events of Default. Section 9.1(g) of the Loan Agreement is hereby deleted in its entirety and replaced with the following:

“(g) Borrower or Guarantor or any other member of the Consolidated Group fails to perform or observe any other term, covenant or agreement on its part to be performed or observed within any applicable notice and cure period, or suffers any such event of default to occur, in connection with (A) any present or future Indebtedness under the Unsecured Term Credit Agreement or any other present or future Indebtedness (other than Non-Recourse Indebtedness) having an outstanding principal balance, individually or in the aggregate of $25,000,000 or more, or (B) any present or future Non-Recourse Indebtedness having an outstanding principal balance, individually or in the aggregate, of $65,000,000 or more (provided, that for the purpose of this clause (g), the principal amount of Indebtedness consisting of a Swap Agreement shall be the amount which is then payable by the counterparty to close out the Swap Agreement); or…”

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C. Remedies Upon Event of Default. Section 9.2(d) of the Loan Agreement is hereby deleted in its entirety and replaced with the following:

“(d) The order and manner in which the Lenders’ rights and remedies are to be exercised shall be determined by the Requisite Lenders in their sole discretion, and all payments received by the Administrative Agent and the Lenders, or any of them, shall be applied first to the costs and expenses (including reasonable attorneys’ fees and disbursements and the reasonably allocated costs of attorneys employed by the Administrative Agent or by any Lender) of the Administrative Agent and of the Lenders, then to the repayment of Swing Loans, and thereafter paid pro rata to the Lenders in the same proportions that the aggregate Obligations owed to each Lender under the Loan Documents bear to the aggregate Obligations owed under the Loan Documents to all the Lenders, without priority or preference among the Lenders. Regardless of how each Lender may treat payments for the purpose of its own accounting, for the purpose of computing the Obligations hereunder and under the Notes, payments shall be applied first, to the costs and expenses of the Administrative Agent and the Lenders, as set forth above, second, to the payment of interest and principal (in that order) due on Swing Loans, third, to the payment of accrued and unpaid interest due under any Loan Documents to and including the date of such application (ratably, and without duplication, according to the accrued and unpaid interest due under each of the Loan Documents), and fourth, pari passu to the payment of all other amounts (including principal and fees) then owing to the Administrative Agent or the Lenders under the Loan Documents. No application of payments under this clause (d) will cure any Event of Default, or prevent acceleration, or continued acceleration, of amounts payable under the Loan Documents, or prevent the exercise, or continued exercise, of rights or remedies of the Lenders hereunder or thereunder or at Law or in equity.”

4. Schedule of Subsidiaries and Projects. As of the Effective Date, Schedule 4.4 (Subsidiaries) and Schedule 4.19 (Projects) to the Loan Agreement are hereby deleted in their entirety and replaced with the attached Schedule 4.4 and Schedule 4.19.

5. Guarantor. Guarantor (a) consents to the terms and conditions of this Amendment; and (b) reaffirms the Guaranty and confirms and agrees that, notwithstanding this Amendment and consummation of the transactions contemplated thereby, the Guaranty and all of such Guarantor’s covenants, obligations, agreements, waivers, and liabilities set forth in the Guaranty continue in full force and effect in accordance with their terms, modified only to the extent specifically set forth in this Amendment.

6. Full Force and Effect. Except as amended hereby, the terms and provisions of the Loan Agreement and the Loan Documents remain unchanged, are and shall remain in full force and effect unless and until modified or amended in writing in accordance with their terms, and are hereby ratified and confirmed. Except as expressly provided herein, this Amendment shall not constitute an amendment, waiver, consent or release with respect to any provision of any Loan Document, a waiver of any default or Event of Default under any Loan Document, or a waiver or release of any of the Lenders’ rights and remedies (all of which are hereby reserved). The Borrower expressly ratifies and confirms the confession of judgment (if applicable) and waiver of jury trial provisions contained in the Loan Documents.

7. References to Loan Documents; Capitalized Terms. Any and all references to any Loan Document in any other Loan Document shall be deemed to refer to such Loan Document as amended by this Amendment. This Amendment is deemed incorporated into each of the Loan Documents. Any initially capitalized terms used in this Amendment without definition shall have the meanings assigned to those terms in the Loan Documents. To the extent that any term or provision of this Amendment is or may be inconsistent with any term or provision in any Loan Document, the terms and provisions of this Amendment shall control.

8. Successors and Assigns. This Amendment will be binding upon and inure to the benefit of the Borrower and the Lenders and their respective heirs, executors, administrators, successors and assigns.

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9. Governing Law. This Amendment shall be governed by and construed in accordance with the laws of the State of New York.

10. Counterparts. This Amendment may be executed in any number of counterparts, all of which taken together shall constitute one agreement, and any of the parties hereto may execute this Amendment by signing any such counterpart.

[Remainder of Page Left Intentionally Blank.]

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IN WITNESS WHEREOF, the parties have executed and delivered this Amendment as of the date first written above.


BORROWER: BIOMED REALTY, L.P., a Maryland limited partnership

By:	BioMed Realty Trust, Inc., its sole General Partner

	By:	/s/ Xxxxxx Xxxxxx
	Name: Xxxxxx Xxxxxx
	Title: Vice President, Finance

Address: BioMed Realty, L.P. 00000 Xxxxxxxx Xxxxxx Xxxxx Xxx Xxxxx, XX 00000 Attn: Vice President, Real Estate Counsel Telephone: (000) 000-0000 Facsimile: (000) 000-0000

GUARANTOR (solely with respect to Section 5): BIOMED REALTY TRUST, INC., a Maryland corporation

By:	/s/ Xxxxxx Xxxxxx
Name: Xxxxxx Xxxxxx
Title: Vice President, Finance

Address: BioMed Realty, L.P. 00000 Xxxxxxxx Xxxxxx Xxxxx Xxx Xxxxx, XX 00000 Attn: Vice President, Real Estate Counsel Telephone: (000) 000-0000 Facsimile: (000) 000-0000

Signature Page


	ADMINISTRATIVE AGENT: KEYBANK NATIONAL ASSOCIATION, as Administrative Agent

	By:	/s/ Xxxxxxx X. Xxxxx
	Print Name: Xxxxxxx X. Xxxxx
	Title: Vice President

	Address: KeyBank—Real Estate Capital 000 Xxxxxx Xxxxxx, 0xx Xxxxx Mail Code: OH-01-27-0839 Xxxxxxxxx, XX 00000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Xxxxxxx X. Xxxxx LENDERS:

Commitment: $86,500,000	KEYBANK NATIONAL ASSOCIATION, individually and as Administrative Agent

	By:	/s/ Xxxxxxx X. Xxxxx
	Print Name: Xxxxxxx X. Xxxxx Title: Vice President

	Address: KeyBank—Real Estate Capital 000 Xxxxxx Xxxxxx, 0xx Xxxxx Mail Code: OH-01-27-0839 Xxxxxxxxx, XX 00000 Phone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Xxxxxxx X. Xxxxx

Signature Page


Commitment: $86,500,000	XXXXX FARGO BANK, N.A., individually and as Syndication Agent

	By:	/s/ Xxxx Xxxxxxx
	Print Name: Xxxx Xxxxxxx
	Title: Vice President

	Address: Xxxxx Fargo Bank, N.A. 000 X Xxxxxx, Xxxxx 0000 Xxx Xxxxx, XX 00000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Xxxx Xxxxxxx, Vice President

Signature Page


Commitment: $60,000,000	U.S. BANK NATIONAL ASSOCIATION, a national banking association, individually and as Documentation Agent

	By:	/s/ Xxxxxxx Xxxxx
	Name: Xxxxxxx Xxxxx Title: Vice President

	Address: U.S. Bank National Association 0000 Xxxxxxxxx Xxxxx, 0^xx Xxxxx Xxx Xxxxx, XX 00000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Xxxxxxx Xxxxxx

Signature Page


Commitment: $60,000,000	XXXXXXX XXXXX BANK, N.A.

	By:	/s/ Xxxxxx X. Xxxxx
	Print Name: Xxxxxx X. Xxxxx Title: Senior Vice President

	Address: 000 Xxxxxxxx Xxxxxxx Xx. Xxxxxxxxxx, XX 00000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Xxxxxx X. Xxxxx

Signature Page


Commitment: $50,000,000	UBS LOAN FINANCE LLC

	By:	/s/ Xxxx X. Xxxx
	Print Name: Xxxx X. Xxxx Title: Associate Director

	By:	/s/ Xxxx X. Xxxxx
	Print Name: Xxxx X. Xxxxx Title: Associate Director

	Address: 000 Xxxxxxxxxx Xxxxxxxxx Xxxxxxxx, XX 00000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Xxxxxx Xxxxxxx

Signature Page


Commitment: $50,000,000	XXXXXX XXXXXXX BANK, N.A.

	By:	/s/ Xxxx Xxxxxxx
	Print Name: Xxxx Xxxxxxx Title: Authorized Signatory

	Address: One Utah Center 000 Xxxxx Xxxx Xxxxxx, 0^xx Xxxxx Xxxx Xxxx Xxxx, XX 00000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Xxxxxx X. Xxxxxxx

Signature Page


Commitment: $50,000,000	DEUTSCHE BANK TRUST COMPANY AMERICAS

	By:	/s/ Xxxxx Xxxxxxx
	Print Name: Xxxxx Xxxxxxx Title: Managing Director

	By:	/s/ Xxxxx Xxxxxx
	Print Name: Xxxxx Xxxxxx Title: Director

	Address: Deutsche Bank Trust Company Americas 00 Xxxx Xxxxxx Mail Stop: XXX00-0000 Xxx Xxxx, XX 00000-0000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Xxxxx Xxxxxx, Vice President

Signature Page


Commitment: $43,000,000		SUMITOMO MITSUI BANKING CORPORATION

		By:
		Print Name:
		Title:

		Address: 000 Xxxxx Xxxxxxxx Xxxxxx, Xxxxx 0000 Xxx Xxxxxxx, XX 00000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: X.X. Xxxxx

Signature Page


Commitment: $43,000,000	RBS CITIZENS, N.A.

	By:	/s/ Xxxxxxx Xxxxxxxx
	Print Name: Xxxxxxx Xxxxxxxx Title: Vice President

	Address: 0000 Xxxxxxxx Xxxxxx- 0^xx Xxxxx Xxxxxxxx: XXX-000 Xxxxxxxxx, XX 00000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Xxxxxx Xxxxx

Signature Page


Commitment: $43,000,000	REGIONS BANK

	By:	/s/ Xxxx X. Xxxxxx
	Print Name: Xxxx X. Xxxxxx Title: Vice President

	Address: 0000 Xxxxxxxxx Xxxx XX, Xxxxx 000 Xxxxxxx, XX 00000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Xxxx Xxxxxx, Vice President

Signature Page


Commitment: $43,000,000	PNC BANK, NATIONAL ASSOCIATION

	By:	/s/ Xxxxx Xxxxx
	Print Name: Xxxxx Xxxxx Title: Vice President

	Address: 000 Xxxxx Xxxxxx Xxx XXX Xxxxx, X0-XXXX-00-0 Xxxxxxxxxx, XX 00000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Xxxxx Xxxxx, Vice President

Signature Page


Commitment: $30,000,000	COMERICA BANK

	By:	/s/ Xxxxx X. Xxxxxxxxx
	Print Name: Xxxxx X. Xxxxxxxxx Title: Vice President

	Address: 0000 Xxxxxx Xxxx, XX0000 Xxxxxx Xxxxx, XX 00000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Xxxxxxx Xxxxxxx, Vice President

Signature Page


Commitment: $30,000,000	TD BANK, N.A.

	By:	/s/ Xxxxxxxx Xxxxx
	Print Name: Xxxxxxxx Xxxxx Title: Vice President

	Address: Commercial Real Estate Lending TD Bank, N.A. 000 Xxxxx Xxxxxx, 0xx Xxxxx Xxxxxx, XX 00000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Xxxxxxxx Xxxxx, Vice President

Signature Page


Commitment: $25,000,000		SOVEREIGN BANK

		By:
		Print Name: Xxxxx X. Xxxxxxx Title: Senior Vice President

		Address: 00 Xxxxx Xxxxxx Xxxxxx, XX 00000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Xxxx Xxxx, Credit Officer

Signature Page


Commitment: $10,000,000		THE BANK OF EAST ASIA, LIMITED, LOS ANGELES BRANCH

		By:
		Print Name: Xxxxx Xxx Title: Vice President and Credit Manager

		By:
		Print Name: Xxxxxx Xx Title: General Manager

		Address: 000 Xxxx Xxxxxx Xxxxxxxxx, Xxxxx 000 Xxxxxxxx, XX 00000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Xxxxxxxx Xxx

Signature Page


Commitment: $10,000,000		BANK HAPOALIM BM

		By:
		Print Name: Xxxxxxx XxXxxxxxxx Title: Senior Vice President

		By:
		Print Name: Xxxxxxxx Xxxxxx Title: Senior Vice President

		Address: 0000 Xxxxxx xx xxx Xxxxxxxx Xxx Xxxx, XX 00000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Xxxxxxx XxXxxxxxxx, Senior Vice President

Signature Page


Commitment: $10,000,000	MEGA INTERNATIONAL COMMERCIAL BANK CO., LTD. NEW YORK BRANCH

	By:	/s/ Xxxxxxxxx Xxxxx
	Printed Name: Xxxxxxxxx Xxxxx Title: VP & DGM

	Address: 00 Xxxxxxx Xxxxxx Xxx Xxxx, XX 00000 Telephone: (000) 000-0000 Facsimile:(000) 000-0000 Attention: Xxxx Xxx

Signature Page


Commitment: $10,000,000		LAND BANK OF TAIWAN, NEW YORK BRANCH

		By:
		Print Name: Xxxxx Xxx Title: Senior Vice President and General Manager

		Address: 000 Xxxx Xxxxxx, 00^xx Xxxxx Xxx Xxxx, XX 00000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Xxxxx Xxxxx, Manager

Signature Page


Commitment: $10,000,000	XXXXX XXX COMMERCIAL BANK, LTD., NEW YORK BRANCH

	By:	/s/ Xxxx X.X. Xxxx
	Print Name: Xxxx X.X. Xxxx Title: Vice President and General Manager

	Address: 000 Xxxxx Xxxxxx, 00^xx Xxxxx Xxx Xxxx, XX 00000

Signature Page

SCHEDULE 4.4

SUBSIDIARIES


NAME OF SUBSIDIARY	FORM OF LEGAL ENTITY	OWNERSHIP	JURISDICTION
1. BioMed Realty, L.P.	Limited Partnership	0.2% GP Interest by BioMed Realty Trust, Inc. 97.9% LP Interest by BioMed Realty Trust, Inc. 1.9% LP Interest by others	Maryland

2. BioMed Realty Holdings, Inc.	Corporation	100% by BioMed Realty , L.P.	Maryland

3. BioMed Realty Trust, Inc. REIT Qualification Trust	Trust	100% Beneficiary is BioMed Realty Holdings, Inc.	California

4. BMR-GP LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

5. BioMed Realty LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

6. BioMed Realty Development LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

7. BMR-JV I Holdings LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

8. BMR-XX XX Holdings LLC	Limited Liability Company	100% by BioMed Realty Holdings, Inc.	Delaware

9. BioMed Ventures LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

10. BMV Direct LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

11. BMR-217th Place LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

12. BMR-270 Albany Street LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

13. BMR-34790 Ardentech Court LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

14. XXX-00000 Xxxxxxxxx Xxxxxxxxx LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware


15. 34175 Ardenwood Venture, LLC	Limited Liability Company	87.5% Membership Interest by XXX-00000 Xxxxxxxxx Xxxxxxxxx LLC 12.5% Membership Interest by Xxxxxxx-Xxxx Venture Nine, LLC	Delaware

16. BMR-Ardsley Park LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

17. XXX-0000 Xxxxxx Xxxxxx LLC	Limited Liability Company	100% by BioMed Realty, L.P.	California

18. BMR-Bayshore Boulevard LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

19. BMR-6411 Xxxxxxx Street LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

20. Guilford Real Estate Trust 1998-1	Grantor Trust	100% Beneficiary is BioMed Realty, L.P., Trustee is BMR-6411 Xxxxxxx Street LLC	Utah

21. BMR-Belward Campus Drive LSM LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Maryland

22. BMR-9920 Belward Campus Q LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Rhode Island

23. XXX-00000 Xxxxxxxx Xxxxxx Xxxxx LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

24. BMR-Blackfan Circle LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

25. BMR-Bridgeview LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

26. BMR-Bridgeview II LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

27. BMR-Broadway LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

28. BMR-Bunker Xxxx XX	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware



29. BMR-58 Xxxxxxx Street LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

30. BMR-134 Xxxxxxxx Avenue LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

31. BMR-Xxxx XX	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

32. XXX-0000 Xxxxxxxxx Xxxxxx LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

33. BMR-350 E Xxxxxxx F LLC	Limited Liability Company	100% by BMR-PR II LLC	Delaware

34. BMR-650 E Xxxxxxx B LLC	Limited Liability Company	100% by BMR-PR II LLC	Delaware

35. BMR-475 Eccles Avenue LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

36. BMR-2600 Eisenhower Road LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

37. BMR-201 Xxxxxxx Avenue LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

38. BMR-21 Erie Street LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

39. BMR-40 Erie Street LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

40. BMR-Executive Drive LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

41. BMR-4570 Executive Drive LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

42. BMR-500 Fairview Avenue LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

43. BMR-530 Fairview Avenue LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware



44. XXX-0000 Xxxxxxx Xxxxxx LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

45. BMR-Forbes Boulevard LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

46. BMR-Fresh Pond Research Park LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

47. BMR-700 Gateway LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

48. BMR-750,800,850 Gateway LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

49. BMR-900 Gateway LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

50. BMR-1000 Gateway LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

51. BMR-Gateway/Oyster LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

52. BMR-Gazelle LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

53. BMR-350 Xxxxxx Xxxxxxxxx Boulevard LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

54. BMR-7 Graphics Drive LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

55. BMR-Hampshire LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

56. BMR-201 Industrial Road LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware



57. BMR-3525 Xxxx Xxxxxxx LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

58. BMR-3545-3575 Xxxx Xxxxxxx LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

59. BMR-6500 Xxxxxx Drive LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

60. BMR-450 Xxxxxxx Street LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

61. BMR-500 Xxxxxxx Street LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

62. BMR-Xxxxxxx Development LLC	Limited Liability Company	100% by BMR-PR II TRS LLC	Delaware

63. BMR-Xxxxxxx Holdings LLC	Limited Liability Company	100% by BMR-PR II TRS LLC	Delaware

64. BMR-145 King of Prussia Road GP LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

65. BMR-145 King of Prussia Road LP	Limited Partnership	99.5% LP Interest of BioMed Realty, L.P. 0.5% GP Interest of BMR-145 King of Prussia Road GP LLC	Delaware

66. BMR-Landmark at Eastview LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

67. 10165 XxXxxxxx Court, L.P.	Limited Partnership	22% GP Interest by BMR-10165 XxXxxxxx Court GP LLC 78% LP Interest by Quidel Corporation	California

68. BMR-10165 XxXxxxxx Court GP LLC	Limited Liability Company	100% by BioMed Realty, L.P.	California

69. BMR-Medical Center Drive LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

70. XXX-0000 Xxxxx Xxxxx Xxxxxxx LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware



71. BMR-6114-6154 Xxxxx Xxxxx Drive LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

72. BMR-6828 Xxxxx Xxxxx Drive LLC	Limited Liability Company	100% by BioMed Realty, L.P. BioMed Realty LLC is Managing Member	Delaware

73. BMR-One Research Way LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

74. BMR-180 Oyster Point LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

75. BMR-200 Oyster Point LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

76. BMR-Pacific Center LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

77. BMR-Pacific Research Center LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

78. XXX-0000 Xxxxxxxxx Xxxxxxx LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

79. BMR-Patriot LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

80. BMR-335-395 Phoenixville Pike LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

81. BMR-PR II LLC	Limited Liability Company	20% BMR-JV I Holdings LLC, 80% Prudential	Delaware

82. BMR-PR II TRS LLC	Limited Liability Company	20% BMR-XX XX Holdings LLC, 80% Prudential	Delaware

83. BMR-Research Boulevard LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware



84. BMR-Road to the Cure LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

85. BMR-Xxxxxx Street LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

86. BMR-10240 Science Center Drive LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

87. BMR-10255 Science Center LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

88. BMR-Shady Grove Road HQ LLC	Limited Liability Company	100% by BMR-Shady Grove Holdings LLC	Maryland

89. BMR-Shady Grove Holdings LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

90. BMR-Shady Grove B LLC	Limited Liability Company	100% by BMR-Shady Grove Holdings LLC	Delaware

91. BMR-Shady Grove D LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

92. BMR-200 Xxxxxx Street LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

93. BMR-Sorrento Plaza LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

94. BMR-Sorrento Valley Boulevard LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

95. XXX-00000 Xxxxxxxx Xxxxxx Xxxx LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

96. BMR-Sorrento West LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

97. BMR-Spring Mill Drive GP LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware



98. BMR-Spring Mill Drive, L.P.	Limited Partnership	1% GP Interest by BMR-Spring Mill Drive GP LLC 99% LP Interest by BioMed Realty, L.P.	Delaware

99. BMR-Torreyana LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

100. BMR-9865 Towne Centre LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

101. BMR-9885 Towne Centre LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

102. BMR-Trade Centre Avenue LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

103. BMR-6611 Tributary Street LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Maryland

104. BMR-900 Uniqema Boulevard LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

105. BMR-1000 Uniqema Boulevard LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

106. BMR-325 Vassar Street LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

107. XXX-0000 Xxxxxx Xxxxxx LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

108. BMR-Xxxxxx XX	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

109. BMR-Wateridge LP	Limited Partnership	0% GP Interest by BMR-GP LLC 100% LP Interest by BioMed Realty, L.P.	Delaware

110. BMR-675 Xxxx Xxxxxxx Street LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

111. BMR-50 West Xxxxxxx Mill LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

112. BMR-West Xxxxxxx Mill LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

113. BMR-Weston LLC	Limited Liability Company	100% by BioMed Realty, L.P.	Delaware

SCHEDULE 4.19

PROJECTS


Property Name		Ownership
1.	0000 000^xx Xxxxx X.X. Xxxxxxx, Xxxxxxxxxx 00000	Fee Simple

2.	000 Xxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxxxxxx 00000-0000	Fee Simple

3.	00000 Xxxxxxxxx Xxxxx Xxxxxxx, Xxxxxxxxxx 00000-0000	Fee Simple

4.	00000 Xxxxxxxxx Xxxxxxxxx Xxxxxxx, Xxxxxxxxxx 00000	Fee Simple*

5.	Ardsley Park (410, 420, 430, 440, 444 and 000 Xxx Xxxx Xxxxx Xxxx, Xxxxxxx, Xxx Xxxx 00000)	Fee Simple

6.	0000 Xxxxxx Xxxxxx Xxx Xxxxx, Xxxxxxxxxx 00000	Fee Simple

7.	3240, 3260, 0000 Xxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxxxx 00000	Fee Simple

8.	0000 Xxxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxx 00000	Fee Simple

9.	0000 Xxxxxxx Xxxxxx Xxxx Xxxxxxxxx, Xxxxxxxx 00000	Fee Simple

10.	0000 Xxxxxxx Xxxxxx Xxxxx Xxxxxxxxx, Xxxxxxxx 00000	Fee Simple

11.	000 Xxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxxxxxx 00000	Leasehold Interest

12.	000 Xxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxxxxxx 00000	Leasehold Interest

13.	000 Xxxxxx Xxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxxxxxx 00000	Leasehold Interest

14.	Xxxxxxx Crossing Apartments (157 Sixth Street Cambridge, Massachusetts 02142)	Leasehold Interest

15.	00000 Xxxxxxxx Xxxxxx Xxxxx Xxx Xxxxx, Xxxxxxxxxx 00000	Fee Simple

16.	0 Xxxxxxxx Xxxxxx Xxxxxx, Xxxxxxxxxxxxx 00000	Fee Simple


Property Name		Ownership
17.	Bridgeview Technology Park (24500 Clawiter Road 00000 Xxxxxxxxxx Xxxxxxxxx 00000 Xxxxxxxxxx Xxxxxxxxx Xxxxxxx, Xxxxxxxxxx 94545)	Fee Simple

18.	Bridgeview Technology Park II (00000 Xxxxxxxx Xxxx Xxxxxxx, Xxxxxxxxxx 00000)	Fee Simple

19.	000 Xxxxxxxx Xxxxxxxxx, Xxxxxxxxxxxxx 00000	Fee Simple

20.	0000 Xxxxxx Xxxx Xxxxxx Xxx Xxxxx, Xxxxxxxxxx 00000	Fee Simple

21.	00 Xxxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxxxxxx 00000	Fee Simple

22.	000 Xxxxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxxxxxx 00000	Fee Simple

23.	0000 Xxxxxxxxx Xxxxxx Xxxxxxx, Xxxxxxxxxx 00000	Fee Simple

24.	000 Xxxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxxxxxx 00000	Fee Simple*

25.	000 X Xxxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxxxxxx 00000	Fee Simple*

26.	000 Xxxxxx Xxxxxx Xxxxx Xxx Xxxxxxxxx, Xxxxxxxxxx 00000	Fee Simple

27.	0000 Xxxxxxxxxx Xxxx Xxxxxxxxxx, Xxxxxxxxxxxx 00000	Fee Simple

28.	000 Xxxxxxx Xxxxxx Xxxxxxx, Xxxxxxxxxx 00000	Fee Simple

29.	00 Xxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxxxxxx 00000	Fee Simple

30.	00 Xxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxxxxxx 00000-0000	Fee Simple

31.	00 Xxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxxxxxx 00000	Fee Simple

32.	4775 and 0000 Xxxxxxxxx Xxxxx Xxx Xxxxx, Xxxxxxxxxx 00000	Fee Simple


Property Name		Ownership
33.	0000 Xxxxxxxxx Xxxxx Xxx Xxxxx, Xxxxxxxxxx 00000	Fee Simple

34.	000 Xxxxxxxx Xxxxxx Xxxxxxx, Xxxxxxxxxx 00000	Leasehold Interest

35.	000 Xxxxxxxx Xxxxxx Xxxxxxx, Xxxxxxxxxx 00000	Fee Simple

36.	0000 Xxxxxxx Xxxxxx Xxxxxxxx, Xxxxxxxxxx 00000	Fee Simple

37.	000-000 Xxxxxx Xxxxxxxxx Xxxxx Xxx Xxxxxxxxx, Xxxxxxxxxx 00000	Fee Simple

38.	Fresh Pond Research Park (25, 27/31, 33/45, 51 and 00 Xxxxxxx Xxxxxx and 000 Xxxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxxxxxx 00000)	Fee Simple

39.	000 Xxxxxxx Xxxxxxxxx Xxxxx Xxx Xxxxxxxxx, Xxxxxxxxxx 00000-0000	Fee Simple

40.	750, 800, and 000 Xxxxxxx Xxxxxxxxx Xxxxx Xxx Xxxxxxxxx, Xxxxxxxxxx 00000-0000	Fee Simple

41.	000 Xxxxxxx Xxxxxxxxx Xxxxx Xxx Xxxxxxxxx, Xxxxxxxxxx 00000-0000	Fee Simple

42.	0000 Xxxxxxx Xxxxxxxxx Xxxxx Xxx Xxxxxxxxx, Xxxxxxxxxx 00000-0000	Fee Simple

43.	Pacific Research Center (7333, 7555, 7575, 7677, 7707, 7979, 7999, 7700, 7600, and 0000 Xxxxxxx Xxxxxxxxx, Xxxxxx, Xxxxxxxxxx 00000)	Fee Simple

44.	0000 Xxxxxxx Xxxxx Xxxxxxxx, Xxxxxxxxxx 00000	Fee Simple

45.	000 Xxxxxx Xxxxxxxxx Xxxxxxxxx Xxxxxxx, Xxxxxxxxxxxx 00000	Fee Simple

46.	0 Xxxxxxxx Xxxxx Xxxxx, Xxx Xxxxxx 00000	Fee Simple

47.	00/00 Xxxxxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxxxxxx 00000	Fee Simple

48.	000 Xxxxxxxxxx Xxxx Xxx Xxxxxx, Xxxxxxxxxx 00000	Fee Simple

49.	0000 Xxxx Xxxxxxx Xxxxx Xxx Xxxxx, Xxxxxxxxxx 00000	Fee Simple


Property Name		Ownership
50.	0000-0000 Xxxx Xxxxxxx Xxxxx Xxx Xxxxx, Xxxxxxxxxx 00000	Fee Simple

51.	0000 Xxxxxx Xxxxx Xxxxxxx, Xxxxxxxxxx 00000	Fee Simple

52.	000 Xxxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxxxxxx 00000-0000	Leasehold Interest

53.	000 Xxxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxxxxxx 00000-0000	Fee Simple

54.	000 Xxxx xx Xxxxxxx Xxxx Xxxxxx, Xxxxxxxxxxxx 00000	Fee Simple

55.	Landmark at Eastview (735, 745,755, 765, 767, 769, 771, 000 Xxx Xxx Xxxx Xxxxx Xx., Xxxxxxxxx, Xxx Xxxx 00000) (1 Xxx Xxxx Xxxxx Xxxx, Xxxxxxxxx, Xxx Xxxx 00000)	Fee Simple

56.	00000 XxXxxxxx Xxxxx Xxx Xxxxx, Xxxxxxxxxx 00000	Fee Simple*

57.	9704 and 9708 – 0000 Xxxxxxx Xxxxxx Xxxxx Xxxxxxxxx, Xxxxxxxx 00000	Fee Simple

58.	0000-0000 Xxxxx Xxxxx Xxxxxxx Xxxxxxx, Xxxxxxxxxx 00000	Fee Simple

59.	6114, 6118, 6122, 6124, 6126 and 0000 Xxxxx Xxxxx Xxxxx, Xxx Xxxxx, Xxxxxxxxxx 00000	Fee Simple

60.	0000 Xxxxx Xxxxx Xxxxx Xxx Xxxxx, Xxxxxxxxxx 00000	Fee Simple

61.	Xxx Xxxxxxxx Xxx Xxxxxxxxx, Xxx Xxxxxx 00000	Fee Simple

62.	000 Xxxxxx Xxxxx Xxxxxxxxx Xxxxx Xxx Xxxxxxxxx, Xxxxxxxxxx 00000-0000	Fee Simple

63.	000 Xxxxxx Xxxxx Xxxxxxxxx Xxxxx Xxx Xxxxxxxxx, Xxxxxxxxxx00000-0000	Fee Simple

64.	5870 and 0000 Xxxxxxx Xxxxxx Xxxxxxxxx Xxx Xxxxx, Xxxxxxxxxx 00000	Fee Simple

65.	0000 Xxxxxxxxx Xxxxxxx Xxxxxxxxxxx, Xxxxx Xxxxxxxx 00000	Fee Simple


Property Name		Ownership
66.	0000 Xxxxxxx Xxxxx Xxxxxx, Xxxxx Xxxxxxxx 00000	Fee Simple

67.	000-000 Xxxxxxxxxxxx Xxxx Xxxxxxx, Xxxxxxxxxxxx 00000	Fee Simple

68.	1701 and 0000 Xxxxxxxx Xxxxxxxxx Xxxxxxxxx, Xxxxxxxx 00000	Fee Simple

69.	10835 Road to the Cure Xxx Xxxxx, Xxxxxxxxxx 00000	Fee Simple

70.	00000 Xxxxxxx Xxxxxx Xxxxx Xxx Xxxxx, Xxxxxxxxxx 00000	Fee Simple

71.	00000 Xxxxxxx Xxxxxx Xxxxx Xxx Xxxxx, Xxxxxxxxxx 00000	Fee Simple

72.	00000 Xxxxx Xxxxx Xxxx Xxxxxxxxx, Xxxxxxxx 00000	Fee Simple

73.	000 Xxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxxxxxx 00000	Fee Simple

74.	11404 and 00000 Xxxxxxxx Xxxxxx Xxxx Xxx Xxxxx, Xxxxxxxxxx 00000	Fee Simple

75.	0000 Xxxxxxxx Xxxxxx Xxxxxxxxx Xxx Xxxxx, Xxxxxxxxxx 00000	Fee Simple

76.	00000 Xxxxxxxx Xxxxxx Xxxx Xxx Xxxxx, Xxxxxxxxxx 00000	Fee Simple

77.	11080, 11100, 11120 and 00000 Xxxxxxx Xxxxxx and 11055, 11095, 11111, 11125, and 00000 Xxxxxxxxx Xxxxxx, Xxx Xxxxx, Xxxxxxxxxx 00000	Fee Simple

78.	0-00 Xxxxxx Xxxx Xxxxx Xxxxxxx, Xxxxxxxxxxxx 00000	Fee Simple

79.	00000 Xxxxxxxxx Xxxx Xxx Xxxxx, Xxxxxxxxxx 00000	Fee Simple

80.	9855 and 0000 Xxxxx Xxxxxx Xxxxx Xxx Xxxxx, Xxxxxxxxxx 00000	Fee Simple

81.	9875 and 0000 Xxxxx Xxxxxx Xxxxx Xxx Xxxxx, Xxxxxxxxxx 00000	Fee Simple

82.	2600 and 0000 Xxxxx Xxxxxx Xxxxxx Xxxxxxxx, Xxxxxxxx 00000	Fee Simple


Property Name		Ownership
83.	0000 Xxxxxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxx 00000	Fee Simple

84.	000 Xxxxxxx Xxxxxxxxx Xxx Xxxxxx, Xxxxxxxx 00000	Fee Simple

85.	0000 Xxxxxxx Xxxxxxxxx Xxx Xxxxxx, Xxxxxxxx 00000	Fee Simple

86.	000 Xxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxxxxxx 00000-0000	Fee Simple

87.	0000 Xxxxxx Xxxxxx Xxx Xxxxx, Xxxxxxxxxx 00000	Fee Simple

88.	1825, 1865, 0000 00^xx Xxxxxx/ 0000 Xxxxxx Xxxxxx Xxxxxxx, Xxxxxxxx 00000	Fee Simple

89	10420, 10480, 00000 Xxxxxxxxx Xxxxxx Xxx Xxxxx, Xxxxxxxxxx 00000	Fee Simple

90.	000 Xxxx Xxxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxxxxxx 00000-0000	Fee Simple

91.	00 Xxxx Xxxxxxx Xxxx Xxxx Xxxxxxxxxxxx, Xxxxxxxx 00000	Fee Simple

92.	55 and 00 Xxxx Xxxxxxx Xxxx Xxxx Xxxxxxxxxxxx, Xxxxxxxx 00000	Fee Simple

93.	0000 Xxxxxx Xxxxxxx Xxxx, Xxxxx Xxxxxxxx 00000	Fee Simple

*	Such properties are owned by Investment Affiliates of Borrower.

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Table of Contents

FIRST AMENDMENT TO UNSECURED CREDIT AGREEMENT

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