0001144204-15-044909 Sample Contracts

FORM OF AMENDED AND RESTATED EXPENSE LIMITATION AGREEMENT FEBRUARY 10, 2015
Expense Limitation Agreement • July 29th, 2015 • American Real Estate Income Fund • New York

This Amended and Restated Expense Limitation Agreement (this “Agreement”) is by and between SEL Asset Management, LLC (the “Adviser”) and American Real Estate Income Fund (the “Trust”), on behalf of American Real Estate Income Fund, a series portfolio of the Trust (the “Fund”).

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American National Stock Transfer, LLC New York, NY 10022 April 29, 2015 Board of Trustees of American Real Estate Income Fund New York, NY 10022 Re: Transfer Agency Fee Waiver Letter Agreement To the Board of Trustees of American Real Estate Income Fund,
American Real Estate Income Fund • July 29th, 2015

With reference to the Fund Services Agreement dated February 10, 2014 for the American Real Estate Income Fund (the “Trust”) entered into by and between the Trust and American National Stock Transfer, LLC (the “Transfer Agent”), we hereby notify you as follows:

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