Blackstone Private Equity Strategies Fund L.P. Sample Contracts

Amended and Restated Uncommitted Unsecured Line of Credit
Letter Agreement • November 9th, 2023 • Blackstone Private Equity Strategies Fund L.P.
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BLACKSTONE PRIVATE EQUITY STRATEGIES FUND L.P. SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT DATED AS OF MARCH 12, 2024
Limited Partnership Agreement • March 15th, 2024 • Blackstone Private Equity Strategies Fund L.P. • Delaware

This SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT (this “Agreement”) of BLACKSTONE PRIVATE EQUITY STRATEGIES FUND L.P., a Delaware limited partnership (the “Partnership”), is made as of this twelfth day of March, 2024, by and among Blackstone Private Equity Strategies Associates L.P., a Delaware limited partnership, as general partner (the “General Partner”), and the parties listed in the books and records as limited partners of the Partnership, as limited partners.

DEALER MANAGER AGREEMENT
Dealer Manager Agreement • November 9th, 2023 • Blackstone Private Equity Strategies Fund L.P. • New York

This Dealer Manager Agreement (this “Agreement”) is entered into by and between Blackstone Private Equity Strategies Fund L.P (the “Fund”) and Blackstone Private Equity Strategies Fund (TE) L.P. (the “Feeder”), each a Delaware limited partnership (the Fund and the Feeder, collectively, the “Partnership”), and Blackstone Securities Partners L.P. (the “Dealer Manager”).

INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • January 8th, 2024 • Blackstone Private Equity Strategies Fund L.P.

INVESTMENT MANAGEMENT AGREEMENT (this “Agreement”), dated as of January 2, 2024, by and between Blackstone Private Equity Strategies Fund L.P., a Delaware limited partnership (the “Partnership”), and Blackstone Private Investments Advisors L.L.C., a Delaware limited liability company (the “Investment Manager”).

SELECTED DEALER AGREEMENT
Selected Dealer Agreement • November 9th, 2023 • Blackstone Private Equity Strategies Fund L.P. • New York

Blackstone Securities Partners L.P. (the “Dealer Manager”), as the dealer manager for each of Blackstone Private Equity Strategies Fund L.P. (the “Fund”) and Blackstone Private Equity Strategies Fund (TE) L.P. (the “Feeder”), each a Delaware limited partnership (the Fund and the Feeder, collectively, the “Partnership”), invites you (the “Dealer”) to participate in the offer and sale of limited partnership units of the Partnership (“Units”) to certain of the Dealer’s qualified customers (“Customers”) subject to the following terms:

LIMITED PARTNERSHIP AGREEMENT of BXPE FUND L.P. April 5, 2022
Limited Partnership Agreement • May 23rd, 2022 • Blackstone Private Equity Strategies Fund L.P. • Delaware

THE UNDERSIGNED are executing this Limited Partnership Agreement (this “Agreement”) for the purpose of forming a limited partnership (the “Partnership”) pursuant to the provisions of the Delaware Revised Uniform Limited Partnership Act, 6 Del. C. §§ 17-101 et seq. (the “Act”). The parties hereto agree that immediately after the admission of one additional Limited Partner, the Initial Limited Partner shall withdraw from the Partnership, and do further hereby certify and agree as follows:

AMENDED AND RESTATED WAREHOUSING AGREEMENT
Amended and Restated Warehousing Agreement • March 15th, 2024 • Blackstone Private Equity Strategies Fund L.P.

This Amended and Restated Warehousing Agreement (the “Agreement”), dated as of November 3, 2023, is entered into by and among Blackstone Holdings Finance Co. L.L.C. (“Finco”), Blackstone Private Investments Advisors L.L.C. (“BPIA”), in its capacity as investment manager, on behalf of and not for its own account, of (i) Blackstone Private Equity Strategies Fund L.P. (“BXPE U.S.”) and (ii) Blackstone Private Equity Strategies Fund SICAV – BXPE Feeder SICAV – I and Blackstone Private Equity Strategies Fund (Master) FCP – BXPE Master FCP – I and their related parallel vehicles and subsidiaries (collectively “BXPE Lux” and together with BXPE U.S., “BXPE”), and BXPE U.S.

WAREHOUSING AGREEMENT
Warehousing Agreement • November 8th, 2022 • Blackstone Private Equity Strategies Fund L.P. • New York

This Warehousing Agreement (the “Agreement”), dated as of November 4, 2022, is entered into by and among Blackstone Holdings Finance Co. L.L.C. (“Finco”), Blackstone Private Investments Advisors L.L.C. (“BPIA”), in its capacity as investment manager, on behalf of and not for its own account, of (i) Blackstone Private Equity Strategies Fund L.P. (“BXPE U.S.”) and (ii) Blackstone Private Equity Strategies Fund SICAV – BXPE Feeder SICAV – I and Blackstone Private Equity Strategies Fund (Master) FCP – BXPE Master FCP – I and their related parallel vehicles and subsidiaries (collectively “BXPE Lux” and together with BXPE, U.S., “BXPE”), and BXPE U.S.

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