AMENDED AND RESTATED ADVISORY AGREEMENT

AMENDED AND RESTATED ADVISORY AGREEMENT. THIS AMENDED AND RESTATED ADVISORY AGREEMENT (this "Agreement") dated as of January [•], 2018 (the "Effective Date"), is entered into among Benefit Street Partners Realty Trust, Inc., a Maryland corporation (the "Company"), Benefit Street Partners Realty Operating Partnership, L.P., a Delaware limited partnership (the "Operating Partnership"), and Benefit Street Partners L.L.C., a Delaware limited liability company (the "Advisor"). WITNESSETH WHEREAS, the Company is a Maryland corporation... organized in accordance with Maryland General Corporation Law and intends to qualify as a REIT; WHEREAS, the Company is the general partner of the Operating Partnership; WHEREAS, the Company, the Operating Partnership and the Advisor are parties to that certain Advisory Agreement, dated as of September 29, 2016 (the "Prior Agreement"), and now desire to amend and restate such Advisory Agreement; WHEREAS, the Company and the Operating Partnership desire to avail themselves of the experience, sources of information, advice, assistance and certain facilities of the Advisor (as defined below) and to have the Advisor undertake the duties and responsibilities hereinafter set forth, on behalf of, and subject to the supervision of the Board of Directors, all as provided herein; and WHEREAS, the Advisor is willing to render such services, subject to the supervision of the Board of Directors, on the terms and subject to the conditions hereinafter set forth. NOW, THEREFORE, in consideration of the foregoing and of the mutual covenants and agreements contained herein, the parties hereto, intending to be legally bound, hereby agree as follows. View More