0001581068-15-000013 Sample Contracts

BRIXMOR OPERATING PARTNERSHIP LP, as Issuer - and - THE BANK OF NEW YORK MELLON, as Trustee
Indenture • January 21st, 2015 • Brixmor Operating Partnership LP • Real estate investment trusts • New York

INDENTURE, dated as of January 21, 2015 (the “Indenture”), between: BRIXMOR OPERATING PARTNERSHIP LP, a Delaware limited partnership (the “Operating Partnership”), having its principal executive office located at 420 Lexington Avenue, New York, New York 10170, as issuer, and THE BANK OF NEW YORK MELLON, as trustee, registrar, paying agent and transfer agent (the “Trustee,” “Registrar,” “Paying Agent,” and “Transfer Agent,” respectively).

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FIRST SUPPLEMENTAL INDENTURE
Supplemental Indenture • January 21st, 2015 • Brixmor Operating Partnership LP • Real estate investment trusts • New York

FIRST SUPPLEMENTAL INDENTURE, dated as of January 21, 2015 (this “First Supplemental Indenture”), among BRIXMOR OPERATING PARTNERSHIP LP, a Delaware limited partnership (the “Operating Partnership”), having its principal executive office located at 420 Lexington Avenue, New York, New York 10170; BRIXMOR OP GP LLC, a Delaware limited liability company (the “General Partner”), and BPG SUBSIDIARY INC., a Delaware corporation (the “Special Limited Partner,” and with the General Partner, the “Possible Future Guarantors”), each having its principal executive office located at 420 Lexington Avenue, New York, New York 10170; and THE BANK OF NEW YORK MELLON (the “Trustee”), supplements that certain Indenture, dated as of January 21, 2015, by and between the Operating Partnership and the Trustee (the “Base Indenture,” and together with this First Supplemental Indenture, the “Indenture”).

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