Exhibit 10.1
EIGHTEENTH AMENDMENT
TO
SECOND AMENDED AND RESTATED
LIMITED PARTNERSHIP AGREEMENT
OF
CORPORATE OFFICE PROPERTIES, L.P.
THIS EIGHTEENTH AMENDMENT (this
“Amendment”) to the Second Amended and Restated Limited
Partnership Agreement of Corporate Office Properties, L.P., a
Delaware limited partnership (the “Partnership”) is
made and entered into as of April 18, 2005, by the
undersigned.
Recitals
A.
The Partnership
is a limited partnership organized under the Delaware Revised
Uniform Limited Partnership Act and governed by that certain Second
Amended and Restated Limited Partnership Agreement dated as of
December 7, 1999, as amended to the date hereof (as amended,
the “Partnership Agreement”).
B.
The sole general
partner of the Partnership is Corporate Office Properties Trust, a
real estate investment trust formed under the laws of the State of
Maryland (the “General Partner”).
C.
Pursuant to
Section 11.1(b)(iii), the General Partner desires to amend the
Partnership Agreement to reflect the admission, substitution,
termination and/or withdrawal of various limited partners in
accordance with the terms of the Partnership Agreement.
NOW THEREFORE, the General Partner,
intending to be legally bound, hereby amends the Partnership
Agreement as follows, effective as of the date set forth
above.
1.
Exhibit 1, Schedule of
Partners, as attached hereto and by this reference made a part
hereof, is hereby substituted fo