BOSTON PROPERTIES LIMITED PARTNERSHIP (NYSE:BXP) Files An 8-K Entry into a Material Definitive Agreement

Item1.01. Entry into a Material Definitive Agreement.

Item2.03. Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of a
Registrant.

On April24, 2017, Boston Properties Limited Partnership (the
Company), a Delaware limited partnership and the entity through
which Boston Properties, Inc. conducts substantially all of its
business, amended and restated its revolving credit agreement (as
amended and restated, the 2017 Credit Facility). Among other
things, the amendment and restatement (1)increased the total
commitment of the revolving line of credit (the Revolving
Facility) from $1.0billion to $1.5billion, (2)extended the
maturity date from July26, 2018 to April24, 2022, (3)reduced the
per annum variable interest rates, and (4)added a $500.0million
delayed draw term loan facility (the Delayed Draw Facility) that
permits the Company, until the first anniversary of the closing
date, to draw upon up to four times a minimum of $50.0million
(or, if less, the unused delayed draw term commitments), provided
that amounts drawn under the Delayed Draw Facility and
subsequently repaid may not be borrowed again. In addition, the
Company may increase the total commitment under the 2017 Credit
Facility by up to $500.0million through increases in the
Revolving Facility or the Delayed Draw Facility, or both, subject
to syndication of the increase and other conditions.

At the Companys option, loans under the Revolving Facility and
Delayed Draw Facility will bear interest at a rate per annum
equal to (1) (a) in the case of loans denominated in Dollars,
Euro or Sterling, LIBOR, and (b)in the case of loans denominated
in Canadian Dollars, CDOR, in each case, plus a margin ranging
from 77.5 to 155 basis points for the Revolving Commitment and 85
to 175 basis points for the Delayed Draw Facility, based on the
Companys credit rating or (2)an alternate base rate equal to the
greatest of (x)the Administrative Agents prime rate, (y)the
Federal Funds rate plus 0.50% or (z)LIBOR for a one-month period
plus 1.00%, in each case, plus a margin ranging from 0 to 55
basis points for the Revolving Facility and 0 to 75 basis points
for the Delayed Draw Facility, based on the Companys credit
rating. The 2017 Credit Facility also contains a competitive bid
option for up to 65% of the Revolving Facility that allows banks
that are part of the lender consortium to bid to make loan
advances to the Company at a reduced interest rate.

In addition, the Company is obligated to pay (1)in quarterly
installments a facility fee on the total commitment under the
Revolving Facility at a rate per annum ranging from 0.10% to
0.30% based on the Companys credit rating, (2)an annual fee on
the undrawn amount of each letter of credit equal to the LIBOR
margin on the Revolving Facility and (3)a fee on the unused
commitments under the Delayed Draw Facility equal to 0.15% per
annum.

Based on the Companys current credit rating, (1)the applicable
Eurocurrency margins for the Revolving Facility and Delayed Draw
Facility are 87.5 basis points and 95 basis points, respectively,
(2)the alternate base rate margin is 0 basis points for each of
the Revolving Facility and Delayed Draw Facility and (3)the
facility fee on the Revolving Facility commitment is 0.15% per
annum.

The 2017 Credit Facility contains customary representations and
warranties, affirmative and negative covenants and events of
default provisions, including failure to pay indebtedness,
breaches of covenants, and bankruptcy and other insolvency
events, which could result in the acceleration of all amounts and
cancellation of all commitments outstanding under the Credit
Agreement. Among other covenants, the 2017 Credit Facility
requires that BPLP maintain on an ongoing basis: (1)a leverage
ratio not to exceed 60%, however, the leverage ratio may increase
to no greater than 65% provided that it is reduced back to 60%
within one year, (2)a secured debt leverage ratio not to exceed
55%, (3) a fixed charge coverage ratio of at least 1.40, (4) an
unsecured debt leverage ratio not to exceed 60%, however, the
unsecured debt leverage ratio may increase to no greater than 65%
provided that it is reduced to 60% within one year, (5)an
unsecured debt interest coverage ratio of at least 1.75 and
(6)limitations on permitted investments.

2

The 2017 Unsecured Line of Credit was arranged by Merrill Lynch,
Pierce, Fenner Smith Incorporated and JPMorgan Chase Bank, N.A.,
as Joint Lead Arrangers and Joint Bookrunners, with Bank of
America, N.A., as Administrative Agent and lender, JPMorgan Chase
Bank, N.A., as Syndication Agent and lender, The Bank of New York
Mellon, Deutsche Bank Securities Inc., Morgan Stanley Senior
Funding, Inc., PNC Bank National Association, U.S. Bank National
Association and Wells Fargo Bank, N.A., as Documentation Agents,
Bank of Nova Scotia, Citibank, N.A., Mizuho Bank, Ltd. and TD
Bank, N.A., as Managing Agents, Branch Banking and Trust Company,
Fifth Third Bank and SunTrust Bank as Co-Agents, and a syndicate
of banks named therein as lenders.

The foregoing summary is qualified in its entirety by reference
to the Eighth Amended and Restated Credit Agreement, which is
filed as Exhibit 10.1 to this Current Report on Form 8-K and
incorporated by reference herein.

Dr.JacobA. Frenkel, a director of Boston Properties, Inc., is the
Chairman of JPMorgan Chase International, which is an affiliate
of JPMorgan Chase Bank, N.A. David A. Twardock, a director of
Boston Properties, Inc., is a member of the Board of Directors of
Morgan Stanley Bank, N.A., which is an affiliate of Morgan
Stanley Senior Funding, Inc.

Item9.01. Financial Statements and Exhibits.

3

About BOSTON PROPERTIES LIMITED PARTNERSHIP (NYSE:BXP)

Boston Properties, Inc. is a real estate investment trust. The Company is an owner and developer of office properties in the United States. Its segments by geographic area are Boston, New York, San Francisco and Washington, DC. Its segments by property type include Office, Residential and Hotel. As of December 31, 2016, the Company owned or had interests in 174 commercial real estate properties, aggregating approximately 47.7 million net rentable square feet of primarily Class A office properties, including eight properties under construction/redevelopment totaling approximately 4.0 million net rentable square feet. As of December 31, 2016, its properties consisted of 164 Office properties (including six properties under construction/redevelopment); one hotel; five retail properties, and four residential properties (including two under construction). Its tenant base includes sectors, such as media technology, legal services, government/public administration and retail.

BOSTON PROPERTIES LIMITED PARTNERSHIP (NYSE:BXP) Recent Trading Information

BOSTON PROPERTIES LIMITED PARTNERSHIP (NYSE:BXP) closed its last trading session up +1.18 at 133.97 with 579,123 shares trading hands.