Common use of Initial Subscription Clause in Contracts

Initial Subscription. 1. Concurrently with the issue of LP Units to the Underwriters pursuant to the Underwriting Agreement (the “Closing Time”), and subject to paragraphs E.8 and E.9 of this Agreement, BRPI shall, or shall cause its affiliates to, subscribe for and purchase from BREP and BREP shall issue and sell to BRPI or its affiliates, as applicable, 11,098,958 LP Units (the “Private Placement Units”) at a price per LP Unit equal to $36.048, being the dollar equivalent of the Public Price less underwriting commissions payable by BREP per LP Unit (the “Net BRPI Price”), for an aggregate price equal to $400,095,238 (the “Subscription Amount”) and on the other terms and conditions contained in this Agreement. BRPI shall satisfy its obligation to BREP to pay the Subscription Amount by paying to BREP at the Closing Time US$312,961,450 (representing the U.S. dollar equivalent of the Subscription Amount based on an exchange rate of US$1=$1.278417). 2. The closing of the purchase and sale of Private Placement Units will be held at the offices of Torys LLP in ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇. At the Closing Time, BREP shall deliver to BRPI a certificate representing the Private Placement Units registered in the name of BRPI or its affiliates, as applicable, or deposit or cause to be deposited the Private Placement Units in a brokerage account designated by BRPI, against payment to BREP by wire transfer of the Subscription Amount in accordance with paragraph A.1.

Initial Subscription. 1. Concurrently with the issue of LP Units to the Underwriters pursuant to the Underwriting Agreement (the “Closing Time”), and subject to paragraphs E.8 and E.9 of this Agreement, BRPI shall, or shall cause its affiliates to, subscribe for and purchase from BREP BEP and BREP BEP shall issue and sell to BRPI or its affiliates, as applicable, 11,098,958 4,943,000 LP Units (the “Private Placement Units”) at a price per LP Unit equal to $36.04840.464, being the dollar equivalent of the Public Price less underwriting commissions payable by BREP BEP per LP Unit (the “Net BRPI Price”), for an aggregate price equal to $400,095,238 200,013,552 (the “Subscription Amount”) and on the other terms and conditions contained in this Agreement. BRPI shall satisfy its obligation to BREP BEP to pay the Subscription Amount by paying to BREP BEP at the Closing Time US$312,961,450 152,066,868 (representing the U.S. dollar equivalent of the Subscription Amount based on an exchange rate of US$1=$1.2784171=$1.3153). 2. The closing of the purchase and sale of Private Placement Units will be held at the offices of Torys LLP in ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇. At the Closing Time, BREP BEP shall deliver to BRPI a certificate representing the Private Placement Units registered in the name of BRPI or its affiliates, as applicable, or deposit or cause to be deposited the Private Placement Units in a brokerage account designated by BRPI, against payment to BREP BEP by wire transfer of the Subscription Amount in accordance with paragraph A.1.