AMENDMENT REGARDING INCREASE

This Amendment to the Secured Credit Agreement (the “Agreement”) is made as of March 3, 2014, by and among ROUSE PROPERTIES, L.P. (the “Borrower”), KEYBANK NATIONAL ASSOCIATION, as “Administrative Agent,” and one or more existing or new “Lenders” shown on the signature pages hereof.

A.    Borrower, Administrative Agent and certain other Lenders have entered into a Secured Credit Agreement dated as of November 22, 2013 (as amended, the “Credit Agreement”). All capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Credit Agreement.

B.    Pursuant to the terms of the Credit Agreement, the Lenders initially agreed to provide the Borrower with a revolving credit facility in an aggregate principal amount of up to $250,000,000 and a term credit facility in an aggregate principal amount of $260,000,000. The Borrower and the Administrative Agent on behalf of the Lenders now desire to amend the Credit Agreement in order to, among other things (i) increase the Aggregate Commitment to $545,000,000.00; (ii) increase the Aggregate Line Commitment to $285,000,000.00; and (iii) admit Credit Agricole Corporate And Investment Bank as a “Lender” under the Credit Agreement.

NOW, THEREFORE, in consideration of the foregoing Recitals and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

1.    The foregoing Recitals to this Amendment hereby are incorporated into and made part of this Amendment.

2.    From and after March 3, 2014 (the “Effective Date”) (i) Credit Agricole Corporate and Investment Bank shall be considered as a “Lender” under the Credit Agreement and the Loan Documents, and (ii) Barclays Bank Plc and Royal Bank of Canada shall each be deemed to have increased its respective Commitment to the amount shown next to their respective signatures on the signature pages of this Amendment, each having a Commitment in the amount shown next to their respective signatures on the signature pages of this Amendment. The Borrower shall, on or before the Effective Date, execute and deliver to each new Lender a Note to evidence the Loans to be made by such Lender.

3.    From and after the Effective Date, the Aggregate Commitment shall equal Five Hundred Forty-Five Million Dollars ($545,000,000).

4.    From and after the Effective Date, the Aggregate Revolving Commitment shall equal Two Hundred Eighty-Five Million Dollars ($285,000,000).

5.    From and after the Effective Date, Schedule 1.1 of the Credit Agreement shall refer to Schedule 1.1 attached hereto and incorporated herein.

6.    For purposes of Section 14.1 of the Credit Agreement (Giving Notice), the address(es) and facsimile number(s) for Credit Agricole Corporate and Investment Bank shall be as specified below their respective signature(s) on the signature pages of this Amendment.

7.    The Borrower hereby represents and warrants that, as of the Effective Date, there is no Default or Event of Default, the representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects as of such date.

8.    As expressly modified as provided herein, the Credit Agreement shall continue in full force and effect.

9.    This Amendment may be executed in any number of counterparts, all of which taken together shall constitute one agreement, and any of the parties hereto may execute this Amendment by signing any such counterpart.

IN WITNESS WHEREOF, the parties have executed and delivered this Amendment as of the date first written above.