EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT Blackstone Real Estate Income Advisors L.L.C.Expense Limitation and Reimbursement Agreement • March 12th, 2019 • 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,
AMENDMENT TO DEALER AGREEMENTDealer Agreement • March 12th, 2019 • Blackstone Real Estate Income Fund • New York
This Amendment to Dealer Agreement (this “Amendment”) is made and entered into as of February 20, 2019, by and among Merrill Lynch Alternative Investments LLC (“MLAI”), Blackstone Advisory Partners L.P. (the “Distributor”) and Merrill Lynch, Pierce, Fenner & Smith Incorporated (the “Sub-Distribution Agent”). MLAI, the Distributor and the Sub-Distribution Agent are sometimes referred to herein as a “Party” or collectively as the “Parties.”
Blackstone Real Estate Income Advisors L.L.C.Fee Waiver Agreement • March 12th, 2019 • 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:
