EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT BLACKSTONE ALTERNATIVE ASSET MANAGEMENT L.P.Expense Limitation and Reimbursement Agreement • May 31st, 2019 • Blackstone Alternative Alpha Fund
Blackstone Alternative Asset Management L.P. (“BAAM”) 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 Fund’s “Specified Expenses” (as defined below) would exceed the Total Expense Cap (as defined below). “Specified Expenses” of the Fund means all expenses incurred by the Fund, and the Fund’s pro rata share of all expenses incurred by Blackstone Alternative Alpha Master Fund (the “Master Fund”), but excluding (whether borne by the Fund or the Master Fund) any investment management fee, distribution or servicing fee, fees and expenses of the investment funds in which the Master Fund invests, brokerage costs, interest payments (including any interest expenses, commitment fees, or other expenses related to any line of credit of the Fund or the Master Fund), taxes, and extraordinary expenses (in each case, as determined in our sole discretion). “Total Expense
FIRST AMENDMENT TO DEALER AGREEMENT BLACKSTONE ADVISORY PARTNERS L.P. MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED Blackstone Alternative Alpha Fund II Dated as of June 15, 2017Dealer Agreement • May 31st, 2019 • Blackstone Alternative Alpha Fund
This First Amendment to Dealer Agreement (this “Amendment”), amends, effective as of June 15, 2017, the Dealer Agreement dated August 14, 2013 (the “Dealer Agreement”) between Blackstone Advisory Partners L.P. (the “Distributor”) and Merrill Lynch, Pierce, Fenner & Smith Incorporated (the “Sub-Distribution Agent”) in connection with the offering of shares of beneficial interests in Blackstone Alternative Alpha Fund II (the “Fund”). Capitalized terms used but not defined in this Amendment shall have the meanings given them in the Dealer Agreement.
FORM OF AMENDMENT TO THE DEALER AGREEMENTDealer Agreement • May 31st, 2019 • Blackstone Alternative Alpha Fund
