EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT BLACKSTONE ALTERNATIVE INVESTMENT ADVISORS LLC
Exhibit h.3
EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
BLACKSTONE ALTERNATIVE INVESTMENT ADVISORS LLC
000 Xxxx Xxxxxx
New York, NY 10154
Blackstone Alternative Investment Funds (the “Trust”), on behalf of its series Blackstone Alternative Multi-Strategy Fund (the “Fund”)
000 Xxxx Xxxxxx, 00xx Xxxxx
New York, NY 10154
Re: Fee Waiver/Expense Reimbursement
Ladies and Gentlemen:
Blackstone Alternative Investment Advisors LLC (“BAIA”) notifies you that it will waive its compensation (and, to the extent necessary, bear other expenses of or make payments to the Fund) to the extent that, for any calendar month, the “Specified Expenses” (as defined below) of the Fund would exceed the Total Expense Cap (as defined below). “Specified Expenses” of the Fund means all expenses incurred by the Fund, but excluding any distribution or servicing fee, fees and expenses of any underlying funds in which the Fund invests, brokerage and trading costs, interest payments (including any interest expenses, commitment fees, or other expenses related to any line of credit of the Fund), taxes, dividends and interest on short positions, and extraordinary expenses (in each case, as determined in our sole discretion). “Total Expense Cap” means the annual rate of 2.40% of the net assets for each of Class D, Class I, and Class Y Shares, and 2.55% of the net assets for Class R Shares. BAIA may discontinue its obligation to waive its compensation or to bear other expenses at any time after August 31, 2026 upon written notice to the Fund.
If, while XXXX is the investment manager to the Fund, the estimated annualized Specified Expenses for a given month are less than the Total Expense Cap, BAIA shall be entitled to reimbursement by the Fund of the compensation waived and other expenses borne by BAIA on behalf of the Fund pursuant to this Expense Limitation and Reimbursement Agreement (the “Reimbursement Amount”) during any of the previous thirty-six (36) months, but only to the extent that the Fund’s estimated annualized Specified Expenses are less than, for such month, the lesser of the Total Expense Cap or any other relevant expense limit then in effect with respect to the Fund, and provided that such amount paid to BAIA will in no event exceed the total Reimbursement Amount and will not include any amounts previously reimbursed.
XXXX further notifies you that it will waive its compensation (and, the extent necessary, bear other expenses of the Fund) in amounts greater than required above to the extent required by applicable law.
We understand and intend that you will rely on this undertaking in preparing and filing Registration Statements for the Fund on Form N-1A with the Securities and Exchange Commission, in accruing the Fund’s expenses for purposes of calculating its net asset value per share, and for other purposes and we expressly permit you to do so.
| Blackstone Alternative Investment Advisors LLC | ||
| By: | /s/ Xxxxx Xxxxxxx | |
| Name: | Xxxxx Xxxxxxx | |
| Title: | Authorized Signatory | |
| Date: | 4/4/2024 | |
| Agreed and Accepted: | ||
| Blackstone Alternative Investment Funds | ||
| By: | /s/ Xxxxxxx Xxxxx | |
| Name: | Xxxxxxx Xxxxx | |
| Title: | Authorized Signatory | |
| Date: | 4/5/2024 | |
