BRIXMOR OPERATING PARTNERSHIP LP 3.250% Senior Notes due 2023 UNDERWRITING AGREEMENTUnderwriting Agreement • August 17th, 2016 • Brixmor Operating Partnership LP • Real estate investment trusts • New York
The undersigned, the Executive Vice President, Chief Financial Officer, and Treasurer of BPG Subsidiary Inc., a Delaware corporation, which, in turn, is the sole member of Brixmor OP GP LLC, a Delaware limited liability company, which, in turn, is the sole general partner of Brixmor Operating Partnership LP, a Delaware limited partnership (the “Operating Partnership”). Capitalized terms used and not defined herein shall have the meaning assigned to such terms in the Underwriting Agreement (as defined below). Pursuant to Section 5(h) of the Underwriting Agreement, dated as of August 15, 2016 (the “Underwriting Agreement”), by and among the Operating Partnership and J.P. Morgan Securities LLC, Barclays Capital Inc., Jefferies LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters, relating to the offering and sale by the Operating Partnership of $500,000,000 aggregate principal amount of 3.250% Senior Notes due 2023 (the “Securities”), hereby certifies that s
