exv10w26





Exhibit
10.26



FIRST AMENDMENT TO SECOND AMENDED AND RESTATED

UNSECURED CREDIT AGREEMENT




This First Amendment to Second Amended and Restated Unsecured Credit Agreement (the
“Amendment”) is made as of November 23, 2009, by and among BIOMED REALTY, L.P.
(“Borrower”), KEYBANK NATIONAL ASSOCIATION, as “Administrative Agent,” and those existing
Lenders and new “Lenders” shown on the signature pages hereof.



RECITALS




A. Borrower, Administrative Agent, the Lenders executing this Amendment and certain other
Lenders have entered into a Second Amended and Restated Unsecured Credit Agreement dated as of
August 1, 2007 (as it may be further amended, the “Credit Agreement”). All capitalized
terms used herein and not otherwise defined shall have the meanings given to them in the Credit
Agreement.



B. Pursuant to the terms of the Credit Agreement, the Lenders initially agreed to provide
Borrower with a revolving credit facility with an initial Aggregate Commitment of $600,000,000.
The Borrower and the Administrative Agent on behalf of the Lenders now desire to amend the Credit
Agreement in order to, among other things (i) pursuant to Section 2.8 of the Credit Agreement
increase the Aggregate Commitment to $665,000,000; (ii) increase the Commitments of certain of the
Lenders; and (iii) admit certain Lenders under the Credit Agreement.



NOW, THEREFORE, in consideration of the foregoing Recitals and for other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto
agree as follows:



AGREEMENTS




1. The foregoing Recitals to this Amendment hereby are incorporated into and made part of this
Amendment.



2. From and after November 23, 2009 (the “Effective Date”) (i) UBS Loan Finance LLC
shall be considered as a “Subsequent Lender” and a “Lender” under the Credit Agreement and hereby
agrees to all terms and conditions set forth in the Credit Agreement and the Loan Documents and
agrees that by executing this Amendment, it shall be considered a party to the Credit Agreement and
the Loan Documents having a Commitment in the amount shown next to its signature on the signature
page of this Amendment and (ii) KeyBank National Association, RBS Citizens, N.A. d/b/a Charter One,
Raymond James Bank, FSB, Credit Suisse, Cayman Islands Branch and Royal Bank of Canada shall each
be deemed to be an Increasing Lender and to have increased their respective Commitment to the
amount shown next to its signature on the signature pages to this Amendment. The Borrower shall,
on or before the Effective Date, execute and deliver (i) to the Subsequent Lender a Line Note to
evidence the Advances to be made by such Lender; and (ii) to each Increasing Lender increasing its
Commitment an Amended and Restated Line Note to evidence such increased Commitment.



3. The term “Maturity Date” means (i) with respect to the Line Facility either August
1, 2011, or, if the Maturity Date with respect to the Line Facility is extended pursuant to
Section 2.10 of the Credit Agreement, August 1, 2012 and (ii) with respect to any Term
Facility, August 1, 2012.


 


 









 





4. From and after the Effective Date, the term “Aggregate Commitment” shall mean,
subject to Section 2.7 and Section 2.8 of the Credit Agreement, Six Hundred Sixty-Five Million
Dollars ($665,000,000). The respective Commitments and Percentages of the Lenders with respect to
the Aggregate Commitment are set forth on Schedule 1.1 attached hereto and made a part
hereof.



5. From and after the Effective Date, the term “Aggregate Line Commitment” shall mean
an Aggregate Commitment of $665,000,000 plus any increase in the Aggregate Commitment under
Section 2.8 of the Credit Agreement, which is not a Term Commitment.



6. For purposes of Section 11.6 of the Credit Agreement (Notices), the address(es) and
facsimile number(s) for such new Lenders shall be as specified below their respective signature(s)
on the signature pages of this Amendment.



7. The Borrower hereby represents and warrants to Lenders that, as of the Effective Date:




(a) no Default or Event of Default under the Credit Agreement or any of the Loan
Documents has occurred and is continuing;




(b) except (i) for representations and warranties which expressly speak as of a
particular date or are no longer true and correct as a result of a change which is permitted
by this Agreement or (ii) as disclosed by Borrower and approved in writing by the Requisite
Lenders, the representations and warranties contained in Article 4 of the Credit Agreement
are true and correct in all material respects as of the Effective Date as though made on the
Effective Date; and




(c) the Borrower has no offsets or claims against any of the Lenders.



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



9. As expressly modified as provided herein, the Credit Agreement shall continue in full force
and effect.



10. 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.]



 


-2-









 





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



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



	 
	 	By:  	BioMed Realty Trust, Inc., its sole general
partner

	 
	 	By:  	/S/ KAREN SZTRAICHER
 	 
	 	 	Name:  	Karen Sztraicher 	 
	 	 	Title:  	VP, Finance 	 
	 
	 	 	 
	 	Address: 

	 
	 	BioMed Realty, L.P.

17190 Bernardo Center Drive

San Diego, California 92128 	 



 


-3-









 





	 	 	 	 	 



	 	 	 	 	 
	Commitment:  $60,000,000           	KEYBANK NATIONAL ASSOCIATION,

as Administrative Agent

 	 
	 	By:  	/S/ MICHAEL P. SZUBA
 	 
	 	 	Print Name:  	Michael P. Szuba 	 
	 	 	Title:  	Vice President 	 
	 
	 	 	 
	 
	 	Address: 

	 
	 	KeyBank - Real Estate Capital

127 Public Square - 8th Floor

Mail Code: OH-01-27-0839

Cleveland, Ohio 44114

Phone:  216-689-5984

Facsimile:  216-689-4997

Attn: Michael P. Szuba 	 



 


-4-









 





	 	 	 	 	 



	 	 	 	 	 
	Commitment: $50,000,000           	RBS Citizens, N.A., d/b/a Charter One

 	 
	 	By:  	/S/ FLORENTINA DJULVEZAN
 	 
	 	 	Name:  	Florentina Djulvezan 	 
	 	 	Title:  	Vice President 	 
	 
	 	 	 
	 	Address: 

	 
	 	1215 Superior Avenue, 6th Floor

Cleveland, OH  44114

Phone:  216-277-0694

Facsimile: 216-277-4607

Attn: Florentina Djulvezen, Vice President 	 



 


-5-









 





	 	 	 	 	 



	 	 	 	 	 
	Commitment: $25,000,000           	RAYMOND JAMES BANK, FSB

 	 
	 	By:  	/S/ THOMAS F. MACINA
 	 
	 	 	Print Name:  	Thomas F. Macina 	 
	 	 	Title:  	Executive Vice President 	 
	 
	 	 	 
	 	Address: 

	 
	 	710 Carillon Parkway

St. Petersburg, Florida 33716

Telephone: 727-567-4523

Facsimile: 727-567-8830

Attn: Laurens F. Schaad Jr. 	 



 


-6-









 





	 	 	 	 	 



	 	 	 	 	 
	Commitment: $35,000,000           	CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH
(Formerly known as CREDIT SUISSE, CAYMAN
ISLANDS BRANCH)

 	 
	 	By:  	/S/ MIKHAIL FAYBUSOVICH
 	 
	 	 	Print Name:  	Mikhail Faybusovich 	 
	 	 	Title:  	Vice President 	 
	 
	 	 	 
	 	By:  	                                  /S/ KEVIN BUDDHDEW
 	 
	 	 	Print Name:  	Kevin Buddhdew 	 
	 	 	Title:  	Associate 	 
	 
	 	 	 
	 	Address: 

	 
	 	c/o Credit Suisse

11 Madison Avenue

New York, NY 10010

Phone: (212) 325-2949

Facsimile: (212) 743-2669

Attn:  Cassandra Droogan 	 



 


-7-









 





	 	 	 	 	 



	 	 	 	 	 
	Commitment:  $30,000,000           	UBS LOAN FINANCE LLC

 	 
	 	By:  	/S/ IRJA R. OTSA
 	 
	 	 	Print Name:  	Irja R. Otsa 	 
	 	 	Title:  	Associate Director 	 
	 
	 	 	 
	 	By:  	                                  /S/ MARIE HADDAD
 	 
	 	 	Print Name:  	Marie Haddad 	 
	 	 	Title:  	Associate Director 	 
	 
	 	 	 
	 	Address: 

	 
	 	677 Washington Blvd.

Stamford, CT 06901

Attention:  Denise Bushee

Telephone:  (203) 719-3167

Facsimile: (203) 719-3888 	 



 


-8-









 





	 	 	 	 	 



	 	 	 	 	 
	Commitment: $35,000,000       	ROYAL BANK OF CANADA

 	 
	 	By:  	/S/ DAN LEPAGE
 	 
	 	 	Print Name:  	Dan LePage 	 
	 	 	Title:  	Authorized Signatory 	 
	 
	 	 	 
	 	Address: 

	 
	 	165 Broadway

New York, NY 10006-1404

Attention:  Daniel LePage, Managing Director

Telephone:  (212) 428-6605

Facsimile: (212) 428-6459 	 
	 




 


-9-











 





SCHEDULE 1.1




BANK COMMITMENTS AND

PERCENTAGES

(*As of November 23, 2009)



	 	 	 	 	 	 	 	 	 
	Lender	 	Commitment	 	 	Percentage	 
	KeyBank
	 	$	60,000,000	 	 	 	9.02	%
	U.S. Bank
	 	$	50,000,000	 	 	 	7.52	%
	Wachovia
	 	$	50,000,000	 	 	 	7.52	%
	Charter One
	 	$	50,000,000	 	 	 	7.52	%
	Societe Generale
	 	$	40,000,000	 	 	 	6.02	%
	LaSalle
	 	$	40,000,000	 	 	 	6.02	%
	Massachusetts Mutual
	 	$	35,000,000	 	 	 	5.26	%
	Nord LB
	 	$	35,000,000	 	 	 	5.26	%
	Credit Suisse, Cayman Islands Branch
	 	$	35,000,000	 	 	 	5.26	%
	RBC
	 	$	35,000,000	 	 	 	5.26	%
	PB Capital
	 	$	30,000,000	 	 	 	4.51	%
	Artesia
	 	$	30,000,000	 	 	 	4.51	%
	TD Banknorth
	 	$	30,000,000	 	 	 	4.51	%
	UBS Loan Finance LLC
	 	$	30,000,000	 	 	 	4.51	%
	Sovereign
	 	$	25,000,000	 	 	 	3.76	%
	Raymond James
	 	$	25,000,000	 	 	 	3.76	%
	West Immo
	 	$	20,000,000	 	 	 	3.01	%
	National City Bank
	 	$	17,500,000	 	 	 	2.63	%
	Comerica
	 	$	10,000,000	 	 	 	1.50	%
	People’s Bank
	 	$	10,000,000	 	 	 	1.50	%
	ICBC
	 	$	5,000,000	 	 	 	.75	%
	Compass Bank
	 	$	2,500,000	 	 	 	.38	%
	TOTAL:
	 	$	665,000,000	 	 	 	100	%








 




			
	*	 	Schedule 1.1 may be subsequently revised from time to time to reflect assignments of a Bank’s
interest in the Loans as contemplated in Section 11.8, and reductions in the
Aggregate Commitment pursuant to Section 2.7, or increases in the Aggregate Commitment
pursuant to Section 2.8.


















 





SCHEDULE 4.4




SUBSIDIARIES



	 	 	 	 	 	 	 
	NAME OF SUBSIDIARY	 	FORM OF LEGAL ENTITY	 	OWNERSHIP	 	JURISDICTION
	1. BioMed Realty, L.P.

	 	Limited Partnership
	 	0.3% GP Interest by BioMed Realty Trust, Inc.
96.6% LP Interest by BioMed Realty Trust, Inc.
3.1% 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. BioMed Realty LLC

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

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

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

	 	Limited Liability Company
	 	100% by BioMed Realty Holdings, Inc.
	 	Delaware
	 
	 	 	 	 	 	 
	8. BMR-217th Place LLC

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

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	10. BMR-34790 Ardentech Court LLC

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	11. BMR-34175 Ardenwood Boulevard LLC

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






 - 2 - 









 






	 	 	 	 	 	 	 
	NAME OF SUBSIDIARY	 	FORM OF LEGAL ENTITY	 	OWNERSHIP	 	JURISDICTION
	12. 34175 Ardenwood Venture, LLC

	 	Limited Liability Company
	 	87.5% Membership Interest by BMR-34175
Ardenwood Boulevard LLC 


12.5% Membership
Interest by Tarlton-Wohl Venture Nine, LLC
	 	Delaware
	 
	 	 	 	 	 	 
	13. BMR-8808 Balboa Avenue LLC

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	California
	 
	 	 	 	 	 	 
	14. BMR-Bayshore Boulevard LLC

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

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	16. Guilford Real Estate Trust 1998-1

	 	Grantor Trust
	 	100% Beneficiary is BioMed Realty, L.P.,
Trustee is BMR-6411 Beckley Street LLC
	 	Utah
	 
	 	 	 	 	 	 
	17. BMR-Belward Campus Drive LSM LLC

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Maryland
	 
	 	 	 	 	 	 
	18. BMR-9920 Belward Campus Q LLC

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Rhode Island
	 
	 	 	 	 	 	 
	19. BMR-17190 Bernardo Center Drive LLC

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

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	21. BMR-Bridgeview Technology Park LLC

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	22. BMR-Bridgeview Technology Park II LLC

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	23. BMR-Bridgeview Technology Park III LLC

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	24. BMR-3030 Bunker Hill Street LLC

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






 - 3 - 









 






	 	 	 	 	 	 	 
	NAME OF SUBSIDIARY	 	FORM OF LEGAL ENTITY	 	OWNERSHIP	 	JURISDICTION
	25. BMR-58 Charles Street LLC

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

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	27. BMR-6300 Dumbarton Circle LLC

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

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

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

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

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

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

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

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	35. BMR-2282 Faraday Avenue LLC

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

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

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

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






 - 4 - 









 






	 	 	 	 	 	 	 
	NAME OF SUBSIDIARY	 	FORM OF LEGAL ENTITY	 	OWNERSHIP	 	JURISDICTION
	39. BMR-350 George Patterson Boulevard LLC

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

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	41. BMR-201 Industrial Road LLC

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	42. BMR-John Hopkins Court LLC

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	43. BMR-6500 Kaiser Drive LLC

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

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

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	46. 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
	 
	 	 	 	 	 	 
	47. BMR-Landmark at Eastview LLC

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

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	49. 10165 McKellar Court, L.P.

	 	Limited Partnership
	 	21% GP Interest by BMR-10165 McKellar Court GP

LLC 

79% LP Interest by Quidel Corporation
	 	California
	 
	 	 	 	 	 	 
	50. BMR-10165 McKellar Court GP LLC

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	California






 - 5 - 









 






	 	 	 	 	 	 	 
	NAME OF SUBSIDIARY	 	FORM OF LEGAL ENTITY	 	OWNERSHIP	 	JURISDICTION
	51. BMR-Merryfield Row LLC

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	52. BMR-3450 Monte Villa Parkway LLC

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P. BioMed Realty LLC
is Managing Member
	 	Delaware
	 
	 	 	 	 	 	 
	53 BMR-6114-6154 Nancy Ridge Drive LLC

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	54. BMR-6828 Nancy Ridge Drive LLC

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

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	56. BMR-Pacific Center Boulevard LLC

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

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	58. BMR-10835 Road to the Cure LLC

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	59. BMR-10255 Science Center Drive LLC

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	60. BMR-Shady Grove Road HQ LLC

	 	Limited Liability Company
	 	100% by BMR-Shady Grove Holdings LLC
	 	Maryland
	 
	 	 	 	 	 	 
	61. BMR-Shady Grove Holdings LLC

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

	 	Limited Liability Company
	 	100% by BMR-Shady Grove Holdings LLC
	 	Delaware
	 
	 	 	 	 	 	 
	63. BMR-Shady Grove D LLC

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






 - 6 - 









 






	 	 	 	 	 	 	 
	NAME OF SUBSIDIARY	 	FORM OF LEGAL ENTITY	 	OWNERSHIP	 	JURISDICTION
	64. BMR-200 Sidney Street LLC

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	65. BMR-Sorrento Valley LLC

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

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

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

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	69. BMR-9865 Towne Centre Drive LLC

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	70. BMR-9885 Towne Centre Drive LLC

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

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

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

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

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

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	76. BMR-3200 Walnut Street LLC

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

	 	Limited Liability Company
	 	100% by BioMed Realty, L.P.
	 	Delaware
	 
	 	 	 	 	 	 
	78. BMR-675 West Kendall Street LLC

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







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SCHEDULE 4.19




PROJECTS



	 	 	 	 	 
	Property Name	 	Ownership
	1.

	 	1522 217th Place S.E.
	 	Fee Simple
	 
	 	 	 	 
	2.

	 	270 Albany Street
	 	Fee Simple
	 
	 	 	 	 
	3.

	 	34790 Ardentech Court
	 	Fee Simple
	 
	 	 	 	 
	4.

	 	34175 Ardenwood Boulevard
	 	Fee Simple-Through 87.5% interest in LLC
	 
	 	 	 	 
	5.

	 	8808 Balboa Avenue
	 	Fee Simple
	 
	 	 	 	 
	6.

	 	Brisbane Technology Park

(3240, 3260, 3280 Bayshore Boulevard)
	 	Fee Simple
	 
	 	 	 	 
	7.

	 	6411 Beckley Street
	 	Fee Simple-Through 100% interest in a trust
	 
	 	 	 	 
	8.

	 	9911 Belward Campus Blvd
	 	Fee Simple
	 
	 	 	 	 
	9.

	 	9920 Belward Campus Drive
	 	Fee Simple
	 
	 	 	 	 
	10.

	 	17190 Bernardo Center Drive
	 	Fee Simple
	 
	 	 	 	 
	11.

	 	3 Blackfan Circle
	 	Fee Simple
	 
	 	 	 	 
	12.

	 	Bridgeview Technology Park

(24500 Clawiter Road;

24600 Industrial Boulevard)
	 	Fee Simple
	 
	 	 	 	 
	13.

	 	Bridgeview Technology Park II

(24590 Clawiter Road)
	 	Fee Simple
	 
	 	 	 	 
	14.

	 	Bridgeview Technology Park III

(24546 Industrial Boulevard)
	 	Fee Simple
	 
	 	 	 	 
	15.

	 	3030 Bunker Hill Street
	 	Fee Simple
	 
	 	 	 	 
	16.

	 	58 Charles Street
	 	Fee Simple
	 
	 	 	 	 
	17.

	 	134 Coolidge Avenue
	 	Fee Simple
	 
	 	 	 	 
	18.

	 	6300 Dumbarton Circle
	 	Fee Simple
	 
	 	 	 	 
	19.

	 	350 Kendall Street*
	 	Fee Simple (Garage Condominium Unit)
	 
	 	 	 	 
	20.

	 	650 East Kendall Street*
	 	Fee Simple






 









 






	 	 	 	 	 
	Property Name	 	Ownership
	21.

	 	475 Eccles Avenue
	 	Fee Simple
	 
	 	 	 	 
	22.

	 	2600 Eisenhower Road
	 	Fee Simple
	 
	 	 	 	 
	23.

	 	201 Elliott Avenue West
	 	Fee Simple
	 
	 	 	 	 
	24.

	 	21 Erie Street
	 	Fee Simple
	 
	 	 	 	 
	25.

	 	40 Erie Street
	 	Fee Simple
	 
	 	 	 	 
	26.

	 	47 Erie Street
	 	Fee Simple
	 
	 	 	 	 
	27.

	 	500 Fairview Avenue North
	 	Leasehold Interest
	 
	 	 	 	 
	28.

	 	530 Fairview Avenue
	 	Fee Simple
	 
	 	 	 	 
	29.

	 	2282 Faraday Avenue
	 	Fee Simple
	 
	 	 	 	 
	30.

	 	530-540 Forbes Boulevard
	 	Fee Simple
	 
	 	 	 	 
	31.

	 	Fresh Pond Research Park

(25, 27/31, 33/45, 51 and 61 Moulton Street and 665

Concord Avenue)
	 	Fee Simple
	 
	 	 	 	 
	32.

	 	7777 Gateway Boulevard
	 	Fee Simple
	 
	 	 	 	 
	33.

	 	350 George Patterson Boulevard
	 	Fee Simple
	 
	 	 	 	 
	34.

	 	7 Graphics Drive
	 	Fee Simple
	 
	 	 	 	 
	35.

	 	201 Industrial Road
	 	Fee Simple
	 
	 	 	 	 
	36.

	 	3545-3575 John Hopkins Court
	 	Fee Simple
	 
	 	 	 	 
	37.

	 	6500 Kaiser Drive
	 	Fee Simple
	 
	 	 	 	 
	38.

	 	500 Kendall Street
	 	Fee Simple
	 
	 	 	 	 
	39.

	 	145 King of Prussia Road
	 	Fee Simple—Directly or Indirectly through
100% GP and LP Interest.
	 
	 	 	 	 
	40.

	 	Landmark at Eastview

(777, 771, 769, 767, 765 Old Saw Mill River Rd.)
	 	Fee Simple
	 
	 	 	 	 
	41.

	 	7 Lucent Drive
	 	Fee Simple
	 
	 	 	 	 
	42.

	 	10165 McKellar Court*
	 	Fee Simple — Directly or Indirectly
through GP and LP Interest






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	Property Name	 	Ownership
	43.

	 	3450-3451 Monte Villa Parkway
	 	Fee Simple
	 
	 	 	 	 
	44.

	 	6114, 6118, 6122, 6124, 6126 and 6154 Nancy Ridge Drive
	 	Fee Simple
	 
	 	 	 	 
	45.

	 	6828 Nancy Ridge Drive
	 	Fee Simple
	 
	 	 	 	 
	46.

	 	One Research Way
	 	Fee Simple
	 
	 	 	 	 
	47

	 	5870 and 5880 Pacific Center Boulevard
	 	Fee Simple
	 
	 	 	 	 
	48.

	 	335-339 Phoenixville Pike
	 	Fee Simple
	 
	 	 	 	 
	49.

	 	10835 Road to the Cure
	 	Fee Simple
	 
	 	 	 	 
	50.

	 	157 Sixth Street (Kendall Crossing Apartments) and 301
Binney Street*
	 	Leasehold Interest
	 
	 	 	 	 
	51.

	 	320 Bent Street*
	 	Leasehold Interest
	 
	 	 	 	 
	52.

	 	10255 Science Center Drive
	 	Fee Simple
	 
	 	 	 	 
	53.

	 	14200 Shady Grove Road
	 	Fee Simple-Through 100% Interest in LLC
	 
	 	 	 	 
	54.

	 	200 Sidney Street
	 	Fee Simple
	 
	 	 	 	 
	55.

	 	4215 Sorrento Valley Boulevard
	 	Fee Simple
	 
	 	 	 	 
	56.

	 	2-30 Spring Mill Drive
	 	Fee Simple-Directly or Indirectly through
100% GP and LP Interest.
	 
	 	 	 	 
	57.

	 	11010 Torreyana Road
	 	Fee Simple
	 
	 	 	 	 
	58.

	 	9855 and 9865 Towne Centre Drive
	 	Fee Simple
	 
	 	 	 	 
	59.

	 	9875 and 9885 Towne Centre Drive
	 	Fee Simple
	 
	 	 	 	 
	60.

	 	2600 and 2620 Trade Centre Avenue
	 	Fee Simple
	 
	 	 	 	 
	61.

	 	6611 Tributary Street
	 	Fee Simple
	 
	 	 	 	 
	62.

	 	900 Uniqema Boulevard
	 	Fee Simple
	 
	 	 	 	 
	63.

	 	1000 Uniqema Boulevard
	 	Fee Simple
	 
	 	 	 	 
	64.

	 	325 Vassar Street
	 	Fee Simple
	 
	 	 	 	 
	65.

	 	9535 Waples Street
	 	Fee Simple
	 
	 	 	 	 
	66.

	 	1825, 1865, 1885 33rd Street/ 3200 Walnut Street
	 	Fee Simple
	 
	 	 	 	 
	67.

	 	675 West Kendall Street
	 	Fee Simple








 




			
	*	 	Project owned by an Investment Affiliate.






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