DEALER AGREEMENTDealer Agreement • March 7th, 2018 • Blackstone Real Estate Income Fund • New York
Blackstone Advisory Partners L.P. (“Distributor”) serves as a principal underwriter for Blackstone Real Estate Income Fund (the “Fund”), a closed-end investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”), pursuant to a distribution agreement with the Fund. Snowden Account Services LLC (“Dealer”) and Distributor hereby agree that Dealer will participate in the distribution of shares of the Fund described in Exhibit C hereto (“Shares”), subject to the terms of this Agreement (“Agreement”), dated as of November 30, 2017.
FIRST AMENDED AND RESTATED DEALER AGREEMENTDealer Agreement • March 7th, 2018 • Blackstone Real Estate Income Fund • New York
This AGREEMENT (this “Agreement”) is effective as of January 1, 2016, between Blackstone Advisory Partners L.P. (“Distributor”) and Morgan Stanley Smith Barney LLC (“Dealer”).
EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT Blackstone Real Estate Income Advisors L.L.C.Expense Limitation and Reimbursement Agreement • March 7th, 2018 • Blackstone Real Estate Income Fund
Blackstone Real Estate Income Advisors L.L.C. (the “Investment Manager”) 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, “Specified Expenses” (as defined below) would exceed the Total Expense Cap (as defined below). “Specified Expenses” of the Fund means all expenses incurred in the business of the Fund and the Fund’s pro rata share of all expenses in the business of Blackstone Real Estate Income Master Fund (the “Master Fund”) with the exception of: (i) the Management Fee (as defined in the Fund’s prospectus), (ii) the Incentive Fee (as defined in the Fund’s prospectus), (iii) the Distribution and Service Fee (as defined in the Fund’s prospectus), (iv) brokerage costs, (v) dividend/interest payments (including any dividend payments, interest expenses, commitment fees, or other expenses related to any leverage incurred by the Fund or Master Fund), (vi) taxes,
SERVICING AGREEMENTServicing Agreement • March 7th, 2018 • Blackstone Real Estate Income Fund • New York
Blackstone Advisory Partners L.P. (“Distributor”) serves as a principal underwriter for Blackstone Real Estate Income Fund (the “Fund”), a closed-end investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”), pursuant to a distribution agreement with the Fund. Harbor Investment Advisory, LLC (“Dealer”) and Distributor hereby agree that Dealer will provide certain services to owners of shares of the Fund (“Shares”), subject to the terms of this Agreement (“Agreement”), dated as of the 28th day of September, 2017.
Blackstone Real Estate Income Advisors L.L.C.Fee Waiver Agreement • March 7th, 2018 • Blackstone Real Estate Income Fund • New York
This letter agreement (this “Agreement”) confirms the temporary waiver by the Investment Manager of a portion of the Management Fees payable by the Fund, as follows:
AMENDMENT TO DEALER AGREEMENT BY AND AMONG MERRIL LYNCH, PIERCE, FENNER & SMITH INCORPORATED AND BLACKSTONE ADVISORY PARTNERS L.P.Dealer Agreement • March 7th, 2018 • Blackstone Real Estate Income Fund
THIS AMENDMENT, effective as of January 1, 2016, is by and among Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill”), and Blackstone Advisory Partners L.P. (“BAP”);
AMENDMENT NO. 1 TO SERVICING AGREEMENTServicing Agreement • March 7th, 2018 • Blackstone Real Estate Income Fund
Reference is made to the Servicing Agreement, dated May 17, 2017 (the “Servicing Agreement”), between Blackstone Advisory Partners L.P. (“Distributor”) and Purshe Kaplan Sterling Investments, Inc. (“Dealer”). Pursuant to Section 14(e) of the Servicing Agreement, Distributor and Dealer hereby mutually consent to amend the Servicing Agreement as set forth below, effective as of November 21, 2017.
