Common use of Article 8 Opt-In Clause in Contracts

Article 8 Opt-In. The Partnership hereby irrevocably elects that all Partnership Interests in the Partnership shall be “securities” governed by Article 8 of the Uniform Commercial Code as in effect in the State of California and each other applicable jurisdiction. Each certificate evidencing Partnership Interests in the Partnership shall bear the following legend: “This certificate evidences an interest in BioMed Realty, L.P. and shall be a security governed by Article 8 of the Uniform Commercial Code as in effect in the State of California and, to the extent permitted by applicable law, each other applicable jurisdiction.” This provision shall not be amended, and any purported amendment to this provision shall not take effect, until all outstanding certificates have been surrendered for cancellation.