0000950116-04-002712 Sample Contracts

AGREEMENT OF LIMITED PARTNERSHIP OF BRANDYWINE TB III, L.P. A Pennsylvania Limited Partnership
Brandywine Operating Partnership Lp /Pa • September 7th, 2004 • Real estate investment trusts • Pennsylvania

THIS AGREEMENT OF LIMITED PARTNERSHIP of Brandywine TB III, L.P. is made and entered into as of this 31st day of October, 1997, by and between Brandywine Operating Partnership, L.P., a Delaware limited partnership as the limited partner (“Limited Partner”) and Brandywine TB III, L.L.C., a Pennsylvania limited liability company as general partner (“General Partner” and together with the Limited Partner, the “Partners”) for the purpose of forming a Pennsylvania limited partnership (the “Partnership”) in accordance with the provisions hereinafter set forth. Capitalized terms are defined below.

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AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF C/N OAKLANDS LIMITED PARTNERSHIP III A Pennsylvania Limited Partnership September 1, 1999
Brandywine Operating Partnership Lp /Pa • September 7th, 2004 • Real estate investment trusts • Pennsylvania

THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP (this “Agreement”) of C/N Oaklands Limited Partnership III, a Pennsylvania limited partnership (the “Partnership”) is dated as of this 1st day of September, 1999, by and among Brandywine Operating Partnership, L.P., a Delaware limited partnership, as the general partner (“BOP” or the “General Partner”), and BOP and Witmer Operating Partnership I, L.P., a Delaware limited partnership (“WOP”), as limited partners (together, the “Limited Partners”). The General Partner and the Limited Partners are hereinafter sometimes referred to collectively as the “Partners” and individually as a “Partner”.

SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF 481 JOHN YOUNG WAY ASSOCIATES, L.P. Dated as of April 13, 2004
Brandywine Operating Partnership Lp /Pa • September 7th, 2004 • Real estate investment trusts • Pennsylvania

This SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP (the “Agreement”) of 481 John Young Way Associates, L.P., a Pennsylvania limited partnership (the “Partnership”), is made and entered into as of April 13, 2004, by and among Brandywine Operating Partnership, L.P. (“BOP”), a Delaware limited partnership, in a capacity as both a general partner (in such capacity, the “General Partner”), and a limited partner (in such capacity, a “Limited Partner”), and Witmer Operating Partnership I, L.P. (“Witmer”), as a limited partner (together with BOP in BOP’s capacity as a limited partner and together with any person or persons who may hereafter be admitted to the Partnership as a limited partner, individually, a “Limited Partner” and collectively the “Limited Partners”). The General Partner, the Limited Partners and such other persons as may become partners of the Partnership in accordance with this Agreement are hereinafter sometimes referred to collectively as the “Partners” and i

BRANDYWINE PIAZZA, L.L.C. LIMITED LIABILITY COMPANY AGREEMENT
Limited Liability Company Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • New Jersey

THIS LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) is entered into as of this ___ day of November, 1998 by and between Brandywine Operating Partnership, L.P., a Delaware limited partnership (“BOP”), currently the only admitted Member of Brandywine Piazza, L.L.C., a New Jersey limited liability company (the “Company”), and the Company.

BRANDYWINE DOMINION, L.L.C. OPERATING AGREEMENT
Operating Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • Pennsylvania

THIS OPERATING AGREEMENT (this “Agreement”) is entered into as of this 19th day of November, 1997 by and between Brandywine Operating Partnership, L.P., a Delaware limited partnership (“BOP”), currently the only admitted Member of Brandywine Dominion, L.L.C., a Pennsylvania limited liability company (the “Company”), and the Company.

BRANDYWINE TB II, L.L.C. OPERATING AGREEMENT
Operating Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • Pennsylvania

THIS OPERATING AGREEMENT (this “Agreement”) is entered into as of this 31st day of October, 1997 by and between Brandywine Operating Partnership, L.P., a Delaware limited partnership (“BOP”), currently the only admitted Member of Brandywine TB II, L.L.C., a Pennsylvania limited liability company (the “Company”), and the Company.

BRANDYWINE GRANDE B, LLC OPERATING AGREEMENT
Operating Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • Delaware

THIS OPERATING AGREEMENT (this “Agreement”) is entered into as of this ____ day of June, 2004 by and between Brandywine Operating Partnership, L.P., a Delaware limited partnership (“BOP”), the only admitted Member of Brandywine Grande B, LLC, a Delaware limited liability company (the “Company”), and the Company.

FORM OF DEPOSIT AGREEMENT
Form of Deposit Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • Maryland

This DEPOSIT AGREEMENT is made and entered into as of ________________, 200_ by and among Brandywine Realty Trust, a Maryland real estate investment trust (the “Company”), ____________ , a ________________ , as Depositary, and all holders from time to time of Receipts (as hereinafter defined) issued hereunder.

SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF 100 ARRANDALE ASSOCIATES, L.P. Dated as of April 13, 2004
Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • Pennsylvania

This SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP (the “Agreement”) of 100 Arrandale Associates, L.P., a Pennsylvania limited partnership (the “Partnership”), is made and entered into as of April 13, 2004, by and among Brandywine Operating Partnership, L.P. (“BOP”), a Delaware limited partnership, in a capacity as both a general partner (in such capacity, the “General Partner”), and a limited partner (in such capacity, a “Limited Partner”), and Witmer Operating Partnership I, L.P. (“Witmer”), as a limited partner (together with BOP in BOP’s capacity as a limited partner and together with any person or persons who may hereafter be admitted to the Partnership as a limited partner, individually, a “Limited Partner” and collectively the “Limited Partners”). The General Partner, the Limited Partners and such other persons as may become partners of the Partnership in accordance with this Agreement are hereinafter sometimes referred to collectively as the “Partners” and indivi

BRANDYWINE TB FLORIG, LLC OPERATING AGREEMENT
Operating Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • Pennsylvania

THIS OPERATING AGREEMENT (this “Agreement”) is entered into as of this 21st day of February, 2001 by and between Brandywine Operating Partnership, L.P., a Delaware limited partnership (“BOP”), currently the only admitted Member of Brandywine TB Florig, LLC, a Pennsylvania limited liability company (the “Company”), and the Company.

FORM OF NOTE BRANDYWINE OPERATING PARTNERSHIP, L.P. __% Notes Due _____
Brandywine Operating Partnership Lp /Pa • September 7th, 2004 • Real estate investment trusts

[Insert for Global Securities: THIS NOTE IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE THEREOF. UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR NOTES IN CERTIFICATED FORM, THIS NOTE MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY. [If a Global Security is to be held by The Depository Trust Company, then insert: UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (“DTC”) TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY NOTE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC)

BRANDYWINE OPERATING PARTNERSHIP, L.P. DEBT SECURITIES UNDERWRITING AGREEMENT
Underwriting Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • New York
BRANDYWINE TB I, L.L.C. OPERATING AGREEMENT
Operating Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • Pennsylvania

THIS OPERATING AGREEMENT (this “Agreement”) is entered into as of this 31st day of October, 1997 by and between Brandywine Operating Partnership, L.P., a Delaware limited partnership (“BOP”), currently the only admitted Member of BRANDYWINE TB I, L.L.C., a Pennsylvania limited liability company (the “Company”), and the Company.

BRANDYWINE TB INN, L.L.C. OPERATING AGREEMENT
Operating Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • Pennsylvania

THIS OPERATING AGREEMENT (this “Agreement”) is entered into as of this ___ day of October, 1999 by and between Brandywine Operating Partnership, L.P., a Delaware limited partnership (“BOP”), currently the only admitted Member of Brandywine TB Inn, L.L.C., a Pennsylvania limited liability company (the “Company”), and the Company.

BRANDYWINE REALTY TRUST FORM OF COMMON SHARE WARRANT AGREEMENT Dated as of ______________
Warrant Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • New York

This Agreement is made as of [ ], by and between Brandywine Realty Trust Corp., a Maryland real estate investment trust (the “Company”), and [ ] (the “Holder”).

SECOND AMENDED AND RESTATED OPERATING AGREEMENT OF BRANDYWINE MAIN STREET, L.L.C.
Operating Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • Delaware

THIS SECOND AMENDED AND RESTATED OPERATING AGREEMENT, dated as of March 24, 2004 (the “Agreement”) amends and restates in its entirety the Amended and Restated Operating Agreement dated as of September 26, 2001, which amended and restated in its entirety the Operating Agreement entered into as of the ___ day of February, 1997 (the “Original Agreement”) by and between Brandywine Operating Partnership, L.P., a Delaware limited partnership (“BOP”), Brandywine Acquisitions, LLC (“Acquisition”) and the Company.

FIRST AMENDMENT TO OPERATING AGREEMENT OF BRANDYWINE TB III, L.L.C.
Operating Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts

THIS FIRST AMENDMENT, dated as of November _, 1999 (the "Amendment"), amends the Operating Agreement of Brandywine TB III. L.L.C., a Pennsylvania limited liability company (the "Company"), and Brandywine Operating Partnership, L.P., a Delaware limited partnership ("BOP").

AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF C/N OAKLANDS LIMITED PARTNERSHIP I A Pennsylvania Limited Partnership September 1, 1999
Brandywine Operating Partnership Lp /Pa • September 7th, 2004 • Real estate investment trusts • Pennsylvania

THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP (this “Agreement”) of C/N Oaklands Limited Partnership I, a Pennsylvania limited partnership (the “Partnership”) is dated as of this 1st day of September, 1999, by and among Witmer Operating Partnership I, L.P., a Delaware limited partnership, as the general partner (“WOP” or the “General Partner”), and WOP and Brandywine Operating Partnership, L.P., a Delaware limited partnership (“BOP”), as limited partners (together, the “Limited Partners”). The General Partner and the Limited Partners are hereinafter sometimes referred to collectively as the “Partners” and individually as a “Partner”.

BRANDYWINE CIRA, LLC FIRST AMENDED AND RESTATED OPERATING AGREEMENT
Operating Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • Pennsylvania

THIS FIRST AMENDED AND RESTATED OPERATING AGREEMENT (this “Agreement”) is entered into as of the ____ day of June, 2004 and amends and restates in its entirety the Operating Agreement dated as of the 19th day of June, 2003, by and between Brandywine Operating Partnership, L.P., a Delaware limited partnership (“BOP”), the only admitted Member of Brandywine Cira, LLC, a Pennsylvania limited liability company (the “Company”), and the Company.

AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NICHOLS LANSDALE LIMITED PARTNERSHIP III Dated as of June 17, 1999
Agreement of Limited Partnership • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • Pennsylvania

This AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP (the “Agreement”) made and entered into as of June 17, 1999, by and among Witmer Operating Partnership, L.P., a Delaware limited partnership, as general partner (the “General Partner” or “WOP”), and Brandywine Operating Partnership, L.P., a Delaware limited partnership (the “Limited Partner”). The General Partner, the Limited Partner and such other persons as may become partners of the partnership (as defined herein) in accordance with this Agreement are hereinafter sometimes referred to collectively as the “Partners” and individually as a “Partner.”

BRANDYWINE DABNEY, L.L.C. LIMITED LIABILITY COMPANY AGREEMENT
Limited Liability Company Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • Delaware

THIS LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) is entered into as of this 22nd day of September, 1998 by and between Brandywine Operating Partnership, L.P., a Delaware limited partnership (“BOP”), currently the only admitted Member of Brandywine Dabney, L.L.C., a Delaware limited liability company (the “Company”), and the Company.

BRANDYWINE TB VI, L.L.C. OPERATING AGREEMENT
Operating Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • Pennsylvania

THIS OPERATING AGREEMENT (this “Agreement”) is entered into as of this ___ day of October, 1999 by and between Brandywine Operating Partnership, L.P., a Delaware limited partnership (“BOP”), currently the only admitted Member of Brandywine TB VI, L.L.C., a Pennsylvania limited liability company (the “Company”), and the Company.

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AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF C/N IRON RUN LIMITED PARTNERSHIP III A Pennsylvania Limited Partnership September 1, 1999
Brandywine Operating Partnership Lp /Pa • September 7th, 2004 • Real estate investment trusts • Pennsylvania

THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP (this “Agreement”) of C/N Iron Run Limited Partnership III, a Pennsylvania limited partnership (the “Partnership”) is dated as of this 1st day of September, 1999, by and among Brandywine Operating Partnership, L.P., a Delaware limited partnership, as the general partner (“BOP” or the “General Partner”), and BOP and Witmer Operating Partnership I, L.P., a Delaware limited partnership (“WOP”), as limited partners (together, the “Limited Partners”). The General Partner and the Limited Partners are hereinafter sometimes referred to collectively as the “Partners” and individually as a “Partner”.

E-TENANTS.COM LLC AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT
Limited Liability Company Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • Delaware

THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this "Agreement") is entered into as of this 30th day of December, 2000 by and between e-Tenants.com Holding, LP, a Pennsylvania limited partnership ("Holding"), currently the only admitted Member of e-Tenants.com LLC., a Delaware limited liability company (the "Company"), and the Company.

BRANDYWINE CHARLOTTESVILLE LLC LIMITED LIABILITY OPERATING AGREEMENT
Limited Liability Operating Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • Virginia

THIS LIMITED LIABILITY OPERATING AGREEMENT (this “Agreement”) is entered into as of this 25th day of April, 2000 by and between Brandywine Operating Partnership, L.P., a Delaware limited partnership (“BOP”), currently the only admitted Member of Brandywine Charlottesville LLC, a Virginia limited liability company (the “Company”), and the Company.

BRANDYWINE AMBASSADOR, L.L.C. OPERATING AGREEMENT
Operating Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • Pennsylvania

THIS OPERATING AGREEMENT (this “Agreement”) is entered into as of this 19th day of July, 1999 by and between Brandywine Operating Partnership, L.P., a Delaware limited partnership (“BOP”), currently the only admitted Member of Brandywine Ambassador, L.L.C., a Pennsylvania limited liability company (the “Company”), and the Company.

BRANDYWINE OPERATING PARTNERSHIP, L.P., Issuer, BRANDYWINE REALTY TRUST, Parent Guarantor, CERTAIN SUBSIDIARIES OF BRANDYWINE OPERATING PARTNERSHIP, L.P., Subsidiary Guarantors, and THE BANK OF NEW YORK, Trustee
Indenture • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • New York

INDENTURE dated as of [_____ __] 2004, among BRANDYWINE OPERATING PARTNERSHIP, L.P., a limited partnership formed under the laws of Delaware (the “Issuer”), BRANDYWINE REALTY TRUST, a real estate investment trust formed under the laws of Maryland and the sole general partner and a limited partner of the Issuer (the “Parent Guarantor”), CERTAIN SUBSIDIARIES OF THE ISSUER SIGNATORIES HERETO (the “Subsidiary Guarantors” and, together with the Parent Guarantor, the “Guarantors”) and THE BANK OF NEW YORK, a New York banking corporation, as Trustee (the “Trustee”).

BRANDYWINE F.C., L.L.C. OPERATING AGREEMENT
Operating Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • Pennsylvania

THIS OPERATING AGREEMENT (this “Agreement”) is entered into as of this 9th day of March, 1998 by and between Brandywine Operating Partnership, L.P., a Delaware limited partnership (“BOP”), currently the only admitted Member of Brandywine F.C., L.L.C., a Pennsylvania limited liability company (the “Company”), and the Company.

AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF IRON RUN LIMITED PARTNERSHIP V A Pennsylvania Limited Partnership September 1, 1999
Brandywine Operating Partnership Lp /Pa • September 7th, 2004 • Real estate investment trusts • Pennsylvania

THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP (this “Agreement”) of Iron Run Limited Partnership V, a Pennsylvania limited partnership (the “Partnership”) is dated as of this 1st day of September, 1999, by and among Brandywine Operating Partnership, L.P., a Delaware limited partnership, as the general partner (“BOP” or the “General Partner”), and BOP and Witmer Operating Partnership I, L.P., a Delaware limited partnership (“WOP”), as limited partners (together, the “Limited Partners”). The General Partner and the Limited Partners are hereinafter sometimes referred to collectively as the “Partners” and individually as a “Partner”.

AMENDED AND RESTATED GENERAL PARTNERSHIP AGREEMENT OF INTERSTATE CENTER ASSOCIATES
General Partnership Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • Virginia

THIS AMENDED AND RESTATED GENERAL PARTNERSHIP AGREEMENT (the “Agreement”) is entered into as of the 31st day of December, 1998 by and between Brandywine Operating Partnership, L.P., a Delaware limited partnership (“Brandywine”), and Brandywine Interstate 50, LLC, a Delaware limited liability company (“LLC” and, together with Brandywine, the “Partners”), each as a general partner of Interstate Center Associates, a Virginia general partnership (the “Partnership Agreement”). This Agreement amends and restates in its entirety the prior partnership agreement, as amended, of the Partnership.

SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF 440 CREAMERY WAY ASSOCIATES, L.P. Dated as of April 13, 2004
Brandywine Operating Partnership Lp /Pa • September 7th, 2004 • Real estate investment trusts • Pennsylvania

This SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP (the “Agreement”) of 440 Creamery Way Associates, L.P., a Pennsylvania limited partnership (the “Partnership”), is made and entered into as of April 13, 2004, by and among Brandywine Operating Partnership, L.P. (“BOP”), a Delaware limited partnership, in a capacity as both a general partner (in such capacity, the “General Partner”), and a limited partner (in such capacity, a “Limited Partner”), and Witmer Operating Partnership I, L.P. (“Witmer”), as a limited partner (together with BOP in BOP’s capacity as a limited partner and together with any person or persons who may hereafter be admitted to the Partnership as a limited partner, individually, a “Limited Partner” and collectively the “Limited Partners”). The General Partner, the Limited Partners and such other persons as may become partners of the Partnership in accordance with this Agreement are hereinafter sometimes referred to collectively as the “Partners” and ind

BRANDYWINE TB VIII, L.L.C. OPERATING AGREEMENT
Operating Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • Pennsylvania

THIS OPERATING AGREEMENT (this “Agreement”) is entered into as of this 28th day of July, 2000 by and between Brandywine Operating Partnership, L.P., a Delaware limited partnership (“BOP”), currently the only admitted Member of Brandywine TB VIII, L.L.C., a Pennsylvania limited liability company (the “Company”), and the Company.

THIRD AMENDED AND RESTATED GENERAL PARTNERSHIP AGREEMENT OF PLYMOUTH TFC, GENERAL PARTNERSHIP
General Partnership Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • Pennsylvania

THIS THIRD AMENDED AND RESTATED GENERAL PARTNERSHIP AGREEMENT (the “Agreement”) is made and entered into as of the ___ day of July, 2001 by and between Brandywine P.M., L.P., a Pennsylvania limited partnership (“Brandywine”), and Witmer Operating Partnership I, L.P., a Delaware limited partnership (“Witmer” and, together with Brandywine, the “Partners”), each as a general partner of Plymouth Meeting General Partnership (the “Partnership”). This Agreement amends and restates in its entirety the Second Amended and Restated General Partnership Agreement dated as of August 8, 2000 (the “Prior Agreement”) by and between the Partners.

AMENDED AND RESTATED OPERATING AGREEMENT OF BRANDYWINE TRENTON URBAN RENEWAL, L.L.C. A Delaware Limited Liability Company
Operating Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • Delaware

THIS AMENDED AND RESTATED OPERATING AGREEMENT (this "Agreement") is entered into as of this 6th day of May, 2002, by and among Brandywine Operating Partnership, L.P., a Delaware limited partnership ("BOP") currently the only admitted Member of Brandywine Trenton Urban Renewal, L.L.C., a Delaware limited liability company (the "Company") and BOP. Capitalized terms are defined in Article 7.

BRANDYWINE CHRISTINA LLC LIMITED LIABILITY COMPANY AGREEMENT
Limited Liability Company Agreement • September 7th, 2004 • Brandywine Operating Partnership Lp /Pa • Real estate investment trusts • Delaware

THIS LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) is entered into as of this __ of December, 2001 by and between Brandywine Operating Partnership, L.P., a Delaware limited partnership (“BOP”), currently the only admitted Member of Brandywine Christina LLC, a Delaware limited liability company (the “Company”), and the Company.

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