0001193125-12-495135 Sample Contracts

CAMDEN PROPERTY TRUST $350,000,000 2.950% Notes due 2022 Underwriting Agreement
Camden Property Trust • December 7th, 2012 • Real estate investment trusts • New York

Camden Property Trust, a Texas real estate investment trust (the “Company”), proposes to issue and sell to J.P. Morgan Securities LLC (“JPM”), Merrill Lynch, Pierce, Fenner & Smith Incorporated (“MLPF&S”), U.S. Bancorp Investments, Inc. (“USB”), Wells Fargo Securities, LLC (“WFS”) and each of the other Underwriters named in Schedule I hereto (collectively, the “Underwriters,” which term shall also include any Underwriter substituted as hereinafter provided in Section 10 hereof), for whom JPM, MLPF&S, USB and WFS are acting as representatives (in such capacity, the “Representatives”), with respect to the issue and sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of $350,000,000 aggregate principal amount of the Company’s 2.950% Notes due 2022 (the “Notes”), as set forth in said Schedule I. The Notes are to be issued pursuant to a senior indenture dated as of February 11, 2003 (the “Base Indenture”) between the Company and U.S. Bank National Ass

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Camden Property Trust • December 7th, 2012 • Real estate investment trusts • New York

THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE THEREOF. THIS SECURITY MAY NOT BE TRANSFERRED TO, OR REGISTERED OR EXCHANGED FOR SECURITIES REGISTERED IN THE NAME OF, ANY PERSON OTHER THAN THE DEPOSITORY OR A NOMINEE THEREOF AND NO SUCH TRANSFER MAY BE REGISTERED, EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE. EVERY SECURITY AUTHENTICATED AND DELIVERED UPON REGISTRATION OF TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.

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