0000950123-16-017986 Sample Contracts

ADVISORY AGREEMENT AMONG BLACKSTONE REAL ESTATE INCOME TRUST, INC., BREIT OPERATING PARTNERSHIP, L.P., AND BX REIT ADVISORS L.L.C.
Advisory Agreement • June 17th, 2016 • Blackstone Real Estate Income Trust, Inc. • Real estate investment trusts • New York

THIS ADVISORY AGREEMENT (this “Agreement”), dated as of the day of , 2016 and effective as of the date the Registration Statement (as defined below) is declared effective by the Securities and Exchange Commission (the “Effective Date”), is by and among Blackstone Real Estate Income Trust, Inc., a Maryland corporation (the “Company”), BREIT Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”), and BX REIT Advisors L.L.C., a Delaware limited liability company (the “Adviser”). Capitalized terms used herein shall have the meanings ascribed to them in Section 1 below.

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FORM OF ESCROW AGREEMENT
Escrow Agreement • June 17th, 2016 • Blackstone Real Estate Income Trust, Inc. • Real estate investment trusts • New York

THIS ESCROW AGREEMENT (this “Escrow Agreement”), dated as of , 2016, is entered into by and among Blackstone Real Estate Income Trust, Inc., a Maryland corporation (the “Company”), Blackstone Advisory Partners L.P., a Delaware limited partnership, as dealer manager for the Company (the “Dealer Manager”), and UMB Bank, N.A., as escrow agent (the “Escrow Agent”).

DEALER MANAGER AGREEMENT
Dealer Manager Agreement • June 17th, 2016 • Blackstone Real Estate Income Trust, Inc. • Real estate investment trusts • New York

This Dealer Manager Agreement (this “Agreement”) is entered into by and between Blackstone Real Estate Income Trust, Inc., a Maryland corporation (the “Company”) and Blackstone Advisory Partners L.P. (the “Dealer Manager”).

FORM OF SELECTED DEALER AGREEMENT
Selected Dealer Agreement • June 17th, 2016 • Blackstone Real Estate Income Trust, Inc. • Real estate investment trusts • New York

Blackstone Advisory Partners L.P., as the dealer manager (“Dealer Manager”) for Blackstone Real Estate Income Trust, Inc. (the “Company”), a Maryland corporation which will be taxed as a real estate investment trust, invites you (the “Dealer”) to participate in the distribution of shares of common stock, $0.01 par value per share, of the Company (“Common Stock”) subject to the following terms:

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