BRANDYWINE OPERATING PARTNERSHIP, L.P. DEBT SECURITIES GUARANTEED BY BRANDYWINE REALTY TRUST UNDERWRITING AGREEMENTUnderwriting Agreement • September 12th, 2014 • Brandywine Operating Partnership, L.P. • Real estate investment trusts • New York
and not jointly, to purchase from the Operating Partnership and the Parent Guarantor, at the time and place and at the purchase price to the Underwriters set forth in Schedule II hereto, the principal amount of Designated Securities set forth opposite the name of such Underwriter in Schedule I hereto.
PRICING AGREEMENTPricing Agreement • September 12th, 2014 • Brandywine Operating Partnership, L.P. • Real estate investment trusts
Brandywine Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”), proposes, subject to the terms and conditions stated herein and in the Underwriting Agreement, dated September 8, 2014 (the “Underwriting Agreement”), among the Operating Partnership, Brandywine Realty Trust, a Maryland real estate investment trust and sole general partner and a limited partner of the Operating Partnership (the “Parent Guarantor”) and you, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) the Securities specified in Schedule II hereto (the “Designated Securities”). Each of the provisions of the Underwriting Agreement is incorporated herein by reference in its entirety, and shall be deemed to be a part of this Agreement to the same extent as if such provisions had been set forth in full herein, and each of the representations and warranties set forth therein shall be deemed to have been made at and as of the date of this Pricing Agree
