Common use of Role of Sub-Adviser Clause in Contracts

Role of Sub-Adviser. The Adviser hereby appoints the Sub-Adviser to act as an investment adviser for the Fund, subject to the oversight and direction of the Adviser and the Board, for so long as this Agreement remains in effect. Without limiting the generality of the previous statement, the Sub-Adviser shall manage the investment and reinvestment of the assets of the Fund allocated to it in accordance with such investment strategies and within such limitations as the Adviser and the Sub-Adviser shall agree from time to time (collectively the “Strategy”). The Sub-Adviser acknowledges and agrees that the various investment advisory and other services as set forth herein to be performed by the Sub-Adviser will apply to the portion of the Fund’s assets that the Adviser or the Board shall from time to time designate, which may consist of all or a portion of the Fund’s assets (the “Allocated Portion”). The Sub-Adviser may provide the various investment advisory and other services with respect to the Allocated Portion to the Fund and/or a wholly-owned subsidiary of the Fund: Blackstone Alternative Multi-Strategy Sub Fund II Ltd., Blackstone Exhibit d.22 Alternative Multi-Strategy Sub Fund III LLC, and/or Blackstone Alternative Multi-Strategy Sub Fund IV LLC. The Sub-Adviser hereby accepts such appointment and agrees during such period, subject to the oversight of the Board and the Adviser, to render the services and to assume the obligations herein set forth for the compensation stated in Section 5 hereof. The Sub-Adviser shall for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized (whether herein or otherwise), have no authority or obligation to act for or represent the Adviser, the Trust, or the Fund in any way.

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Blackstone Alternative Investment Funds)

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Role of Sub-Adviser. The Adviser hereby appoints the Sub-Adviser to act as an a sub-investment adviser for the Fund, subject to the oversight and direction of the Adviser and the Board, for so long as the period and on the terms set forth in this Agreement remains in effectAgreement. Without limiting the generality of the previous statementpreceding sentence, the Sub-Adviser shall manage the investment and reinvestment of the assets of the Fund allocated to it Allocated Portion (as defined below) in accordance with such investment strategies and within such limitations as the Adviser and the Sub-Adviser shall agree from time to time in writing (collectively the “Strategy”). The Sub-Adviser acknowledges parties acknowledge and agrees agree that the various investment advisory and other services as set forth herein in this Agreement to be performed by the Sub-Adviser will apply solely to the portion of the Fund’s assets that the Adviser or the Board shall from time to time designate, which may consist of all or designate in a portion of manner that the Fund’s assets Adviser and the Sub-Adviser shall agree in writing (the “Allocated Portion”). The Sub-Adviser may provide Initially, the various investment advisory and other services with respect to the entire Allocated Portion to the Fund and/or will be held in a wholly-owned subsidiary of the Fund: , which shall initially be Blackstone Alternative Multi-Strategy Manager Sub Fund II Ltd.Ltd. (the “Subsidiary”), Blackstone Exhibit d.22 Alternative Multiand references to the “Fund” in this Agreement shall be construed to include or refer to the Subsidiary, as the context requires. The Adviser agrees that, without the prior written consent of the Sub-Strategy Sub Fund III LLCAdviser, and/or Blackstone Alternative Multi-Strategy Sub Fund IV LLCthe Adviser will not cause any portion of the Allocated Portion to be held in any entity other than the Subsidiary. The Sub-Adviser hereby accepts such appointment and agrees during such period, subject to the oversight of the Board and the Adviser, to render the services and to assume the obligations herein set forth for the compensation stated in Section 5 hereofherein. The Sub-Adviser shall for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized (whether herein or otherwise), have no authority or obligation to act for or represent the Adviser, the Trust, Trust or the Fund in any way.

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Blackstone Alternative Investment Funds)

Role of Sub-Adviser. The Adviser hereby appoints the Sub-Adviser to act as an investment adviser for the Fund, subject to the oversight and direction of the Adviser and the Board, for so long as this Agreement remains in effectthe period hereinafter set forth. Without limiting the generality of the previous statement, the Sub-Adviser shall manage the investment and reinvestment of the assets of the Fund allocated to it in accordance with such investment strategies and within such limitations as the Adviser and the Sub-Adviser shall agree from time to time (collectively the “Strategy”). The Sub-Adviser acknowledges and agrees that the various investment advisory and other services as set forth herein to be performed by the Sub-Adviser will apply to the portion of the Fund’s assets that the Adviser or the Board shall from time to time designate, which may consist of all or a portion of the Fund’s assets (the “Allocated Portion”). The Initially, the Sub-Adviser may will provide the various investment advisory and other services with respect to the Allocated Portion to the Fund and/or a wholly-owned subsidiary of the Fund: , which shall initially be Blackstone Alternative Multi-Strategy Sub Fund II Ltd., Blackstone Exhibit d.22 Alternative Multi-Strategy Manager Sub Fund III LLC, and/or Blackstone Alternative Multi-Strategy Sub Fund IV LLC. L.L.C. The Sub-Adviser hereby accepts such appointment and agrees during such period, subject to the oversight of the Board and the Adviser, to render the services and to assume the obligations herein set forth for the compensation stated in Section 5 hereof. The Sub-Adviser shall for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized (whether herein or otherwise), have no authority or obligation to act for or represent the Adviser, the Trust, Trust or the Fund in any way. The Adviser recognizes that the Sub-Adviser and its affiliates have investments of their own and are acting as investment managers for others and that, except to the extent necessary to perform its obligations hereunder, nothing herein shall be deemed to require the Sub-Adviser to devote any minimum amount of time or attention to the management of the Allocated Portion.

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Blackstone Alternative Investment Funds)

Role of Sub-Adviser. The Adviser hereby appoints the Sub-Adviser to act as an investment adviser for the Fund, subject to the oversight and direction of the Adviser and the Board, for so long as this Agreement remains in effect. Without limiting the generality of the previous statement, the Sub-Adviser shall manage the investment and reinvestment of the assets of the Fund allocated to it in accordance with such investment strategies and within such limitations as the Adviser and the Sub-Adviser shall agree from time to time (collectively the “Strategy”). The Sub-Adviser acknowledges and agrees that the various investment advisory and other services as set forth herein to be performed by the Sub-Adviser will apply to the portion of the Fund’s assets that the Adviser or the Board shall from time to time designate, which may consist of all or a portion of the Fund’s assets (the “Allocated Portion”). The Allocated Portion may take the form of synthetic exposure to the Strategy obtained through the use of one or more (a) total return swaps (a “Basket Swap”) through which the Fund, or a wholly-owned subsidiary thereof, makes payments to a counterparty in exchange for receiving from the counterparty payments that reflect the return of a “basket” of securities, derivatives, and/or commodity interests representing the Strategy, or a component thereof and/or (b) structured notes (a “Basket Note”) through which the Fund, or a wholly-owned subsidiary thereof, purchases a note from an issuer in exchange for receiving from the issuer payments that reflect the return of an account through which the Sub-Adviser manages a portfolio reflecting a basket of securities, derivatives, and/or commodity interests representing the Strategy, or a component thereof. Where the Allocated Portion takes the form of a Basket Swap(s) and/or Basket Note(s), the defined term “Allocated Portion” shall, where necessary or appropriate to give the same effect to the provision as if the Strategy were otherwise implemented, refer to not only the securities or other instruments held in the Allocated Portion but also the securities or other instruments comprising or held in any basket or account that serves as the reference, hedging account or collateral for any such Basket Swap or Basket Note. The Sub-Adviser may provide the various investment advisory and other services with respect to the Allocated Portion to the Fund and/or a wholly-owned subsidiary of the Fund: Blackstone Alternative Multi-Strategy Sub Fund II Ltd., Blackstone Exhibit d.22 Alternative Multi-Strategy Sub Fund III LLC, and/or Blackstone Alternative Multi-Strategy Sub Fund IV LLC. The Sub-Adviser hereby accepts such appointment and agrees during such period, subject to the oversight of the Board and the Adviser, to render the services and to assume the obligations herein set forth for the compensation stated in Section 5 hereof. The Sub-Adviser shall for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized (whether herein or otherwise), have no authority or obligation to act for or represent the Adviser, the Trust, or the Fund in any way.

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Blackstone Alternative Investment Funds)

Role of Sub-Adviser. The Adviser hereby appoints the Sub-Adviser to act as an investment adviser for the Fund, subject to the general oversight and direction of the Adviser and the Board, for so long as this Agreement remains in effectthe period hereinafter set forth. Without limiting the generality of the previous statement, the Sub-Adviser shall manage the investment and reinvestment of the assets of the Fund allocated to it in accordance with such investment strategies and within such limitations as the Adviser and the Sub-Adviser shall agree from time to time (collectively the “Strategy”). The Sub-Adviser acknowledges and agrees that the various investment advisory and other services as set forth herein to be performed by the Sub-Adviser will apply to the portion of the Fund’s assets that the Adviser or the Board shall from time to time designate, which may consist of all or a portion of the Fund’s assets (the “Allocated Portion”). The Sub-Adviser may provide the various investment advisory and other services with respect to the Allocated Portion to the Fund and/or a wholly-owned subsidiary of the Fund: Blackstone Alternative Multi-Strategy Sub Fund II Ltd., Blackstone Exhibit d.22 Alternative Multi-Strategy Sub Fund III LLC, and/or Blackstone Alternative Multi-Strategy Sub Fund IV LLC. The Allocated Portion may take the form of synthetic exposure to the Strategy obtained through the use of one or more (a) total return swaps (a “Basket Swap”) through which the Fund, or a wholly-owned subsidiary thereof, makes payments to a counterparty in exchange for receiving from the counterparty payments that reflect the return of a “basket” of securities, derivatives, and/or commodity interests representing the Strategy, or a component thereof and/or (b) structured notes (a “Basket Note”) through which the Fund, or a wholly-owned subsidiary thereof, purchases a note from an issuer in exchange for receiving from the issuer payments that reflect the return of an account through which the Sub-Adviser manages a portfolio reflecting a basket of securities, derivatives, and/or commodity interests representing the Strategy, or a component thereof. Where the Allocated Portion takes the form of a Basket Swap(s) and/or Basket Note(s), the defined term “Allocated Portion” shall, where necessary or appropriate to give the same effect to the provision as if the Strategy were otherwise implemented, refer to not only the securities or other instruments held in the Allocated Portion but also the securities or other instruments comprising or held in any basket or account that serves as the reference, hedging account or collateral for any such Basket Swap or Basket Note. The Sub-Adviser hereby accepts such appointment and agrees during such period, subject to the general oversight of the Board and the Adviser, to render the services and to assume the obligations herein set forth for the compensation stated in Section 5 hereof. The Sub-Adviser shall for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized (whether herein or otherwise), have no authority or obligation to act for or represent the Adviser, the Trust, Trust or the Fund in any way.

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Blackstone Alternative Investment Funds)

Role of Sub-Adviser. The Adviser hereby appoints the Sub-Adviser to act as an investment adviser for the Fund, subject to the oversight and direction of the Adviser and the Board, for so long as this Agreement remains in effect. Without limiting the generality of the previous statement, the Sub-Adviser shall manage the investment and reinvestment of the assets of the Fund allocated to it in accordance with such investment strategies and within such limitations as the Adviser and the Sub-Adviser shall agree from time to time (collectively the “Strategy”). The Sub-Adviser acknowledges and agrees that the various investment advisory and other services as set forth herein to be performed by the Sub-Adviser will apply to the portion of the Fund’s assets that the Adviser or the Board shall from time to time designate, which may consist of all or a portion of the Fund’s assets (the “Allocated Portion”). For purposes of this Agreement, except as otherwise noted, the Allocated Portion shall refer to the combined portion of Fund assets to which the Sub-Adviser provides advisory services attributable to (a) the separate portfolio utilizing a long / short strategy that was initially funded in August 2021 (the “Long / Short Allocated Portion”), and (b) the separate portfolio utilizing a opportunistic strategy (the “Opportunistic Strategy Allocated Portion”). For the avoidance of doubt, even where referred to jointly as the “Allocated Portion” the Sub-Adviser will act with respect to each of the Long / Short Allocated Portion and the Opportunistic Strategy Allocated Portion as though it were advising a separate investment company. However, compliance monitoring described herein shall be done on a joint basis. The Sub-Adviser may provide the various investment advisory and other services with respect to the Allocated Portion to the Fund and/or a wholly-owned subsidiary of the Fund: Blackstone Alternative Multi-Strategy Sub Fund II Ltd., Blackstone Exhibit d.22 Alternative Multi-Strategy Sub Fund III LLC, and/or Blackstone Alternative Multi-Strategy Sub Fund IV LLC. The Sub-Adviser hereby accepts such appointment and agrees during such period, subject to the oversight of the Board and the Adviser, to render the services and to assume the obligations herein set forth for the compensation stated in Section 5 hereof. The Sub-Adviser shall for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized (whether herein or otherwise), have no authority or obligation to act for or represent the Adviser, the Trust, or the Fund in any way.

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Blackstone Alternative Investment Funds)

Role of Sub-Adviser. The Adviser hereby appoints the Sub-Adviser to act as an investment adviser for the Fund, subject to the oversight and direction of the Adviser and the Board, for so long as this Agreement remains in effect. Without limiting the generality of the previous statement, the Sub-Adviser shall manage the investment and reinvestment of the assets of the Fund allocated to it in accordance with such investment strategies and within such limitations as the Adviser and the Sub-Adviser shall agree from time to time time, provided, that the Sub-Adviser shall only provide advice and trade on behalf of the Fund with respect to commodity interests (as defined in U.S. Commodity Futures Trading Commission Regulation 1.3 (“Commodity Interests”)) and shall not provide any investment advice regarding, and shall not trade in, securities (as defined in the Investment Advisers Act of 1940, as amended (the “Advisers Act”) (collectively the “Strategy”). The Sub-Adviser acknowledges and agrees that the various investment advisory and other services as set forth herein to be performed by the Sub-Adviser will apply to the portion of the Fund’s assets that the Adviser or the Board shall from time to time designate, which may consist of all or a portion of the Fund’s assets (the “Allocated Portion”). The Sub-Adviser may provide the various investment advisory and other services with respect to the Allocated Portion to the Fund and/or a wholly-owned subsidiary of the Fund: Blackstone Alternative Multi-Strategy Sub Fund II Ltd., Blackstone Exhibit d.22 Alternative Multia wholly-Strategy Sub Fund III LLC, and/or Blackstone Alternative Multi-Strategy Sub Fund IV LLCowned subsidiary of the Fund. The Sub-Adviser hereby accepts such appointment and agrees during such period, subject to the oversight of the Board and the Adviser, to render the services and to assume the obligations herein set forth for the compensation stated in Section 5 hereof. The Sub-Adviser shall for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized (whether herein or otherwise), have no authority or obligation to act for or represent the Adviser, the Trust, or the Fund in any way.

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Blackstone Alternative Investment Funds)

Role of Sub-Adviser. The Adviser hereby appoints the Sub-Adviser to act as an investment adviser for the Fund, subject to the oversight and direction of the Adviser and the Board, for so long as this Agreement remains in effect. Without limiting the generality of the previous statement, the Sub-Adviser shall manage the investment and reinvestment of the assets of the Fund allocated to it in accordance with such investment strategies and within such limitations as the Adviser and the Sub-Adviser shall agree from time to time (collectively the “Strategy”). The Sub-Adviser acknowledges and agrees the Adviser acknowledge and agree that the various investment advisory and other services as set forth herein to be performed by the Sub-Adviser will apply solely to the portion of the Fund’s assets that the Adviser or the Board shall from time to time designate, which may consist of all or a portion of the Fund’s assets (the “Allocated Portion”). The Sub-Adviser may provide the various investment advisory and other services with respect to the Allocated Portion to the Fund and/or a wholly-owned subsidiary of the Fund: Blackstone Alternative Multi-Strategy Sub Fund II Ltd., Blackstone Exhibit d.22 Alternative Multi-Strategy Sub Fund III LLC, and/or Blackstone Alternative Multi-Strategy Sub Fund IV LLC. The Sub-Adviser hereby accepts such appointment and agrees during such period, subject to the oversight of the Board and the Adviser, to render the services in accordance with the terms hereof and to assume the obligations herein set forth for the compensation stated in Section 5 hereofherein provided. The Sub-Adviser shall for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized (whether herein or otherwise), have no authority or obligation to act for or represent the Adviser, the Trust, Trust or the Fund in any way.

Appears in 1 contract

Samples: Sub Advisory Agreement (Blackstone Alternative Investment Funds)

Role of Sub-Adviser. The Adviser hereby appoints the Sub-Adviser to act as an investment adviser for the Fund, subject to the oversight and direction of the Adviser and the Board, for so long as this Agreement remains in effect. Without limiting the generality of the previous statement, the Sub-Adviser shall manage the investment and reinvestment of the assets of the Fund allocated to it in accordance with such investment strategies and within such limitations as the Adviser and the Sub-Adviser shall agree from time to time (collectively the “Strategy”). The Sub-Adviser acknowledges and agrees that the various investment advisory and other services as set forth herein to be performed by the Sub-Adviser will apply to the portion of the Fund’s assets that the Adviser or the Board shall from time to time designate, which may consist of all or a portion of the Fund’s assets (the “Allocated Portion”). The Initially, the Sub-Adviser may will provide the various investment advisory and other services with respect to the Allocated Portion to the Fund and/or a wholly-owned subsidiary subsidiaries of the Fund: , Blackstone Alternative Multi-Strategy Sub Fund II Ltd., Blackstone Exhibit d.22 Alternative Multi-Strategy Sub Fund III LLC, and/or Ltd and Blackstone Alternative Multi-Strategy Sub Fund IV LLC. The Sub-Adviser hereby accepts such appointment and agrees during such period, subject to the oversight of the Board and the Adviser, to render the services and to assume the obligations herein set forth for the compensation stated in Section 5 hereof. The Sub-Adviser shall for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized (whether herein or otherwise), have no authority or obligation to act for or represent the Adviser, the Trust, or the Fund in any way.

Appears in 1 contract

Samples: Sub Advisory Agreement (Blackstone Alternative Investment Funds)

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Role of Sub-Adviser. The Adviser hereby appoints the Sub-Adviser to act as an investment adviser for the Allocated Portion (defined below) of the Fund, subject to the oversight and direction of the Adviser and the Board, for so long as this Agreement remains in effect. Without limiting the generality of the previous statement, the Sub-Adviser shall manage the investment and reinvestment of the assets of the Fund allocated to it Allocated Portion in accordance with such investment strategies and within such limitations as the Adviser and the Sub-Adviser shall agree in writing from time to time (collectively the “Strategy”). The Sub-Adviser acknowledges and agrees that the various investment advisory and other services as set forth herein to be performed by the Sub-Adviser will apply only to the portion of the Fund’s assets that the Adviser or the Board shall from time to time designate, which may consist of all or a portion of the Fund’s assets (the “Allocated Portion”). The Sub-Adviser may provide the various investment advisory and other services with respect to the Allocated Portion to the Fund and/or a wholly-owned subsidiary of the Fund: Blackstone Alternative Multi-Strategy Sub Fund II Ltd., Blackstone Exhibit d.22 Alternative Multi-Strategy Sub Fund III LLC, and/or Blackstone Alternative Multi-Strategy Sub Fund IV LLC. As the context requires, references to the “Fund” include Blackstone Alternative Multi-Strategy Sub Fund II Ltd., Blackstone Alternative Multi-Strategy Sub Fund III LLC, and/or Blackstone Alternative Multi-Strategy Sub Fund IV LLC. The Allocated Portion may take the form of synthetic exposure to the Strategy obtained through the use of one or more (a) total return swaps (a “Basket Swap”) through which the Fund, or a wholly-owned subsidiary thereof, makes payments to a counterparty in exchange for receiving from the counterparty payments that reflect the return of a “basket” of securities, derivatives, and/or commodity interests representing the Strategy, or a component thereof and/or (b) structured notes (a “Basket Note”) through which the Fund, or a wholly-owned subsidiary thereof, purchases a note from an issuer in exchange for receiving from the issuer payments that reflect the return of an account through which the Sub-Adviser manages a portfolio reflecting a basket of securities, derivatives, and/or commodity interests representing the Strategy, or a component thereof. Where the Allocated Portion takes the form of a Basket Swap(s) and/or Basket Note(s), the defined term “Allocated Portion” shall, where necessary or appropriate to give the same effect to the provision as if the Strategy were otherwise implemented, refer to not only the securities or other instruments held in the Allocated Portion but also the securities or other instruments comprising or held in any basket or account that serves as the reference, hedging account or collateral for any such Basket Swap or Basket Note. The Sub-Adviser hereby accepts such appointment and agrees during such period, subject to the oversight of the Board and the Adviser, to render the services and to assume the obligations herein set forth for the compensation stated in Section 5 hereof. The Sub-Adviser shall for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized (whether herein or otherwise), have no authority or obligation to act for or represent the Adviser, the Trust, or the Fund in any way.

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Blackstone Alternative Investment Funds)

Role of Sub-Adviser. The Adviser hereby appoints the Sub-Adviser to act as an investment adviser for the Allocated Portion (as defined below) of the Fund, subject to the oversight and direction of the Adviser and the Board, for so long as this Agreement remains in effect. Without limiting the generality of the previous statement, the Sub-Adviser shall manage the investment and reinvestment of the portion of the assets of the Fund allocated to it in accordance with such investment strategies and within such limitations as the Adviser and the Sub-Adviser shall agree in writing from time to time (collectively the “Strategy”). The Sub-Adviser acknowledges and agrees that the various investment advisory and other services as set forth herein to be performed by the Sub-Adviser will apply only to the portion of the Fund’s assets that the Adviser or the Board shall from time to time designate, which may consist of all or a portion of the Fund’s assets (the “Allocated Portion”). The Sub-Adviser may provide the various investment advisory and other services with respect to the Allocated Exhibit d.23 Portion to the Fund and/or a wholly-owned subsidiary of the Fund: Blackstone Alternative Multi-Strategy Sub Fund II Ltd., Blackstone Exhibit d.22 Alternative Multi-Strategy Sub Fund III LLC, and/or Blackstone Alternative Multi-Strategy Sub Fund IV LLC. As context requires, references to the “Fund” include Blackstone Alternative Multi-Strategy Sub Fund II Ltd.; Blackstone Alternative Multi-Strategy Sub Fund III LLC, and/or Blackstone Alternative Multi-Strategy Sub Fund IV LLC. The Sub-Adviser hereby accepts such appointment and agrees during such period, subject to the oversight of the Board and the Adviser, to render the services and to assume the obligations herein set forth for the compensation stated in Section 5 hereof. The Sub-Adviser shall for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized (whether herein or otherwise), have no authority or obligation to act for or represent the Adviser, the Trust, or the Fund in any way.

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Blackstone Alternative Investment Funds)

Role of Sub-Adviser. The Adviser hereby appoints the Sub-Adviser to act as an investment adviser for the Fund, subject to the oversight and direction of the Adviser and the Board, for so long as this Agreement remains in effect. Without limiting the generality of the previous statement, the Sub-Adviser shall manage the investment and reinvestment of the assets of the Fund allocated to it in accordance with such investment strategies and within such limitations as the Adviser and the Sub-Adviser shall agree from time to time time, provided, that the Sub-Adviser shall only provide advice and trade on behalf of the Fund with respect to commodity interests (as defined in the U.S. Commodity Futures Trading Commission Regulation 1.3 (“Commodity Interests”)) and, notwithstanding any references to securities or other interests herein, shall not provide any investment advice regarding, and shall not trade in, securities (as defined in the Investment Advisers Act of 1940, as amended (the “Advisers Act”)) until and unless they are registered as an investment adivser under the Advisers Act (collectively the “Strategy”). The Sub-Adviser acknowledges and agrees that the various investment advisory and other services as set forth herein to be performed by the Sub-Adviser will apply to the portion of the Fund’s assets that the Adviser or the Board shall from time to time designate, which may consist of all or a portion of the Fund’s assets (the “Allocated Portion”). The Sub-Adviser may provide the various investment advisory and other services with respect to the Allocated Portion to the Fund and/or a wholly-owned subsidiary of the Fund, including, without limitation: Blackstone Alternative Multi-Strategy Sub Fund II Ltd., Blackstone Exhibit d.22 Alternative Multi-Strategy Sub Fund III LLC, and/or Blackstone Alternative Multi-Strategy Sub Fund IV LLC. The Sub-Adviser hereby accepts such appointment and agrees during such period, subject to the oversight of the Board and the Adviser, to render the services and to assume the obligations herein set forth for the compensation stated in Section 5 hereof. The Sub-Adviser shall for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized (whether herein or otherwise), have no authority or obligation to act for or represent the Adviser, the Trust, or the Fund in any way.

Appears in 1 contract

Samples: Sub Advisory Agreement (Blackstone Alternative Investment Funds)

Role of Sub-Adviser. The Adviser hereby appoints the Sub-Adviser to act as an investment adviser for the Fund, subject to the oversight and direction of the Adviser and the Board, for so long as this Agreement remains in effect. Without limiting the generality of the previous statement, the Sub-Adviser shall manage the investment and reinvestment of the assets of the Fund allocated to it in accordance with such investment strategies and within such limitations as the Adviser and the Sub-Adviser shall agree in writing from time to time (collectively the “Strategy”). The Sub-Adviser acknowledges and agrees that the various investment advisory and other services as set forth herein to be performed by the Sub-Adviser will apply to the portion of the Fund’s assets that the Adviser or the Board shall from time to time designate, which may consist of all or a portion of the Fund’s assets (the “Allocated Portion”). The Allocated Portion shall refer to the combined portion of Fund assets attributable to (a) the separate portfolio of REITs that was initially funded in 2020 (the “REIT Allocated Portion”), (b) any separate portfolio of assets that has been allocated by the Adviser to the Sub-Adviser and that was previously managed by another sub-adviser that will no longer actively manage assets on behalf of the Fund (the “Successor Manager Allocated Portion”), and (c) all other assets to which the Sub-Adviser provides advisory and other services (the “Core Allocated Portion”). The Sub-Adviser may provide the various investment advisory and other services with respect to the Allocated Portion to the Fund and/or a wholly-owned subsidiary of the Fund: Blackstone Alternative Multi-Strategy Sub Fund II Ltd., Blackstone Exhibit d.22 Alternative Multi-Strategy Sub Fund III LLC, and/or Blackstone Alternative Multi-Strategy Sub Fund IV LLC. All of part of the Allocated Portion may take the form of synthetic exposure to the Strategy obtained through the use of one or more (a) total return swaps (a “Basket Swap”) through which the Fund, or a wholly-owned subsidiary thereof, makes payments to a counterparty in exchange for receiving from the counterparty payments that reflect the return of a “basket” of securities, derivatives, and/or commodity interests representing the Strategy, or a component thereof and/or (b) structured notes (a “Basket Note”) through which the Fund, or a wholly-owned subsidiary thereof, purchases a note from an issuer in exchange for receiving from the issuer payments that reflect the return of an account through which the Sub-Adviser manages a portfolio reflecting a basket of securities, derivatives, and/or commodity interests representing the Strategy, or a component thereof. Where all or part of the Allocated Portion takes the form of a Basket Swap(s) and/or Basket Note(s), the defined term “Allocated Portion” shall, where necessary or appropriate to give the same effect to the provision as if the Strategy were otherwise implemented, refer to not only the securities or other instruments held in the Allocated Portion but also the securities or other instruments comprising or held in any basket or account that serves as the reference, hedging account or collateral for any such Basket Swap or Basket Note. The Sub-Adviser hereby accepts such appointment and agrees during such period, subject to the oversight of the Board and the Adviser, to render the services and to assume the obligations herein set forth for the compensation stated in Section 5 hereof. The Sub-Adviser shall for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized (whether herein or otherwise), have no authority or obligation to act for or represent the Adviser, the Trust, or the Fund in any way.

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Blackstone Alternative Investment Funds)

Role of Sub-Adviser. The Adviser hereby appoints the Sub-Adviser to act as an investment adviser for the Fund, subject to the oversight and direction of the Adviser and the Board, for so long as this Agreement remains in effect. Without limiting the generality of the previous statement, the Sub-Adviser shall manage the investment and reinvestment of the assets of the Fund allocated to it in accordance with such investment strategies and within such limitations as the Adviser and the Sub-Adviser shall agree from time to time (collectively the “Strategy”). The Sub-Adviser acknowledges and agrees that the various investment advisory and other services as set forth herein to be performed by the Sub-Adviser will apply to the portion of the Fund’s assets (or assets of a subsidiary of the Fund, as applicable) that the Adviser or the Board shall from time to time designate, which may consist of all or a portion of the Fund’s assets (or Fund subsidiary’s assets) (the “Allocated Portion”). The Sub-Adviser may will provide the various investment advisory and other services with respect to the Allocated Portion to the Fund and/or a wholly-owned subsidiary of the Fund: , Blackstone Alternative Multi-Strategy Sub Fund II Ltd.III L.L.C., Blackstone Exhibit d.22 Alternative Multihowever, Sub-Strategy Sub Adviser is also permitted to provide such services at the Fund III LLC, and/or Blackstone Alternative Multi-Strategy Sub Fund IV LLClevel. The Sub-Adviser hereby accepts such appointment and agrees during such period, subject to the oversight of the Board and the Adviser, to render the services and to assume the obligations herein set forth for the compensation stated in Section 5 hereof. The Sub-Adviser shall for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized (whether herein or otherwise), have no authority or obligation to act for or represent the Adviser, the Trust, Trust or the Fund in any way. The Adviser recognizes that the Sub-Adviser and its affiliates have investments of their own and are acting as investment managers for others and that, except to the extent necessary to perform its obligations hereunder, nothing herein shall be deemed to require the Sub-Adviser to devote any minimum amount of time or attention to the management of the Allocated Portion. The Adviser and Sub-Adviser hereby acknowledge and agree that to the extent the Sub-Adviser provides the various investment advisory and other services with respect to the Allocated Portion to a wholly-owned subsidiary of the Fund, it will do so pursuant to the same terms, conditions, duties, and obligations that would be applicable if it provided such services directly to the Fund.

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Blackstone Alternative Investment Funds)

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