BOSTON PROPERTIES LIMITED PARTNERSHIP UNDERWRITING AGREEMENTUnderwriting Agreement • October 9th, 2009 • Boston Properties LTD Partnership • Real estate investment trusts • New York
Boston Properties Limited Partnership, a Delaware limited partnership (the “Partnership”), proposes to issue and sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you are acting as managers (the “Managers”), the principal amount of its 5.875% Senior Notes due 2019, set forth in Schedule I hereto (the “Securities”) to be issued under an indenture (the “Base Indenture”), dated as of December 13, 2002, between the Partnership and The Bank of New York Mellon Trust Company, N.A. as trustee (the “Trustee”), as supplemented by supplemental indenture no. 8 to be dated as of October 9, 2009 (the “Supplemental Indenture” and together with the Base Indenture, the “Indenture”), between the Partnership and the Trustee. If the firm or firms listed in Schedule II hereto include only the Managers listed in Schedule I hereto, then the terms “Underwriters” and “Managers” as used herein shall each be deemed to refer to such firm or firms.
BOSTON PROPERTIES LIMITED PARTNERSHIP ISSUER to THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. TRUSTEE Supplemental Indenture No. 8 Dated as of October 9, 2009 of 5.875 % Senior Notes due 2019Supplemental Indenture • October 9th, 2009 • Boston Properties LTD Partnership • Real estate investment trusts • New York
