0001193125-17-187467 Sample Contracts

Blackstone Alternative Multi-Strategy Fund INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • May 30th, 2017 • Blackstone Alternative Investment Funds • New York

AGREEMENT (the “Agreement”), effective as of , between Blackstone Alternative Investment Advisors LLC, a Delaware limited liability company (the “Adviser”), and FT AlphaParity, LLC, a Delaware limited liability company (the “Sub-Adviser”).

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BLACKSTONE ALTERNATIVE INVESTMENT FUNDS AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST
Agreement and Declaration of Trust • May 30th, 2017 • Blackstone Alternative Investment Funds • Massachusetts

THIS AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST made at Boston, Massachusetts, this 26th day of August 2016, amends and restates in its entirety the Agreement and Declaration of Trust of Blackstone Alternative Investment Funds dated August 27, 2012, as amended by Amendment No. 1 dated September 10, 2012 and Amendment No. 2 dated September 18, 2013. This Amended and Restated Agreement and Declaration of Trust shall be effective upon filing with the Secretary of The Commonwealth of Massachusetts:

AMENDMENT TO TRANSFER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • May 30th, 2017 • Blackstone Alternative Investment Funds

This Amendment to the Transfer Agency and Service Agreement (“Amendment”) is made and effective as of by and between each management investment company and other funds identified on Schedule A hereto (each a “Fund” and collectively, the “Funds”) and State Street Bank and Trust Company, a Massachusetts trust company (the “Transfer Agent”).

BLACKSTONE ALTERNATIVE MULTI-STRATEGY SUB FUND III L.L.C. AMENDMENT No. 1 TO THE INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • May 30th, 2017 • Blackstone Alternative Investment Funds

This AMENDMENT, dated and effective as of May 30, 2014 (the “Amendment”), is between BLACKSTONE ALTERNATIVE INVESTMENT ADVISORS LLC, a Delaware limited liability company (the “Investment Manager”), and BLACKSTONE ALTERNATIVE MULTI-STRATEGY SUB FUND III L.L.C., a Delaware limited liability company (the “Fund”), a wholly-owned subsidiary of Blackstone Alterantive Investment Funds (“BAIF”), a Massachusetts business trust and open-end investment company registered under the Investment Company Act of 1940, as amended, on behalf of its series, Blackstone Alternative Multi-Strategy Fund (“BAMSF”).

Blackstone Alternative Multi-Strategy Fund NON-DISCRETIONARY INVESTMENT SUB- ADVISORY AGREEMENT
Non-Discretionary Investment Sub-Advisory Agreement • May 30th, 2017 • Blackstone Alternative Investment Funds • New York

AGREEMENT, effective as of , between Blackstone Alternative Investment Advisors LLC, a Delaware limited liability company (the “Adviser”), and Gracian Capital LLC, a limited liability company based in San Diego, California (the “Sub-Adviser”).

EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT BLACKSTONE ALTERNATIVE INVESTMENT ADVISORS LLC
Expense Limitation and Reimbursement Agreement • May 30th, 2017 • Blackstone Alternative Investment Funds

Blackstone Alternative Investment Funds (the “Trust”), on behalf of its series Blackstone Alternative Multi-Strategy Fund (the “Fund”)

AMENDMENT TO ADMINISTRATION AGREEMENT
Administration Agreement • May 30th, 2017 • Blackstone Alternative Investment Funds

This Amendment, effective as of , by and between each management investment company and other fund identified on Schedule A of the Administration Agreement, as defined below, (such management company investment company and other fund shall hereafter be referred to as, a “Fund” or the “Funds”) and STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company (the “Administrator”).

BLACKSTONE ALTERNATIVE MULTI-STRATEGY SUB FUND IV L.L.C. AMENDMENT No. 1 TO THE INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • May 30th, 2017 • Blackstone Alternative Investment Funds

This AMENDMENT, dated and effective as of May 30, 2014 (the “Amendment”), is between BLACKSTONE ALTERNATIVE INVESTMENT ADVISORS LLC, a Delaware limited liability company (the “Investment Manager”), and BLACKSTONE ALTERNATIVE MULTI-STRATEGY SUB FUND IV L.L.C., a Delaware limited liability company (the “Fund”), a wholly-owned subsidiary of Blackstone Alterantive Investment Funds (“BAIF”), a Massachusetts business trust and open-end investment company registered under the Investment Company Act of 1940, as amended, on behalf of its series, Blackstone Alternative Multi-Strategy Fund (“BAMSF”).

BLACKSTONE ALTERNATIVE MULTI-STRATEGY SUB FUND II LTD. AMENDMENT No. 1 TO THE INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • May 30th, 2017 • Blackstone Alternative Investment Funds

This AMENDMENT, dated and effective as of May 30, 2014 (the “Amendment”), is between BLACKSTONE ALTERNATIVE INVESTMENT ADVISORS LLC, a Delaware limited liability company (the “Investment Manager”), and BLACKSTONE ALTERNATIVE MULTI-STRATEGY SUB FUND II LTD., a Cayman Islands exempted company (the “Fund”), a wholly-owned subsidiary of Blackstone Alternative Investment Funds (“BAIF”), a Massachusetts business trust and open-end investment company registered under the Investment Company Act of 1940, as amended, on behalf of its series, Blackstone Alternative Multi-Strategy Fund (“BAMSF”).

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