Common use of Class T Units Clause in Contracts

Class T Units. Class S Units, Class S-1 Units, Class D Units, Class D-1 Units and Class I Units 12 4.3. Additional Capital Contributions and Issuances of Additional Partnership Interests 13 4.4. Additional Funding 15 4.5. Capital Accounts 16 4.6. Percentage Interests 16 4.7. No Interest on Contributions 16 4.8. Return of Capital Contributions 16 4.9. No Third Party Beneficiary 16 ARTICLE 5 PROFITS AND LOSSES; DISTRIBUTIONS 17 5.1. Allocation of Profit and Loss 17 5.2. Distribution of Cash 20 5.3. REIT Distribution Requirements 22 5.4. No Right to Distributions in Kind 22 5.5. Limitations on Return of Capital Contributions 22 5.6. Distributions Upon Liquidation 22 5.7. Substantial Economic Effect 22 5.8. Reinvestment 23 ARTICLE 6 RIGHTS, OBLIGATIONS AND POWERS OF THE GENERAL PARTNER 24 6.1. Management of the Partnership 24 6.2. Delegation of Authority 26 6.3. Indemnification and Exculpation of Indemnitees 27 6.4. Liability and Obligations of the General Partner 28 6.5. Reimbursement of General Partner 29 6.6. Outside Activities 29 6.7. Transactions With Affiliates 29 6.8. Title to Partnership Assets 30 6.9. Repurchases and Exchanges of REIT Shares 30 6.10. No Duplication of Fees or Expenses 30 ARTICLE 7 CHANGES IN GENERAL PARTNER 31 7.1. Transfer of the General Partner’s Partnership Interest 31 7.2. Admission of a Substitute or Additional General Partner 32 7.3. Effect of Bankruptcy, Withdrawal, Death or Dissolution of the sole remaining General Partner 32 7.4. Removal of a General Partner 33 ARTICLE 8 RIGHTS AND OBLIGATIONS OF THE LIMITED PARTNERS 34 8.1. Management of the Partnership 34 8.2. Power of Attorney 34 8.3. Limitation on Liability of Limited Partners 34 8.4. Ownership by Limited Partner of Corporate General Partner or Affiliate 34 8.5. Redemption Right 34 ARTICLE 9 TRANSFERS OF LIMITED PARTNERSHIP INTERESTS 37 9.1. Purchase for Investment 37 9.2. Restrictions on Transfer of Limited Partnership Interests 37 9.3. Admission of Substitute Limited Partner 38 9.4. Rights of Assignees of Partnership Interests 39 9.5. Effect of Bankruptcy, Death, Incompetence or Termination of a Limited Partner 39 9.6. Joint Ownership of Interests 40 ARTICLE 10 BOOKS AND RECORDS; ACCOUNTING; TAX MATTERS 40 10.1. Books and Records 40 10.2. Custody of Partnership Funds; Bank Accounts 40 10.3. Fiscal and Taxable Year 40 10.4. Annual Tax Information and Report 40 10.5. Partnership Representative; Tax Elections; Special Basis Adjustments 41 10.6. Reports to Limited Partners 41 ARTICLE 11 AMENDMENT OF AGREEMENT; MERGER 42 ARTICLE 12 GENERAL PROVISIONS 42 12.1. Notices 42 12.2. Survival of Rights 42 12.3. Additional Documents 42 12.4. Severability 42 12.5. Entire Agreement 42 12.6. Pronouns and Plurals 42 12.7. Headings 43 12.8. Counterparts 43 12.9. Governing Law 43 EXHIBIT A – Notice of Exercise of Redemption Right This Amended and Restated Limited Partnership Agreement (this “Agreement”) is entered into as of December 18, 2023, between Starwood Real Estate Income Trust, Inc. a Maryland corporation, as general partner (the “General Partner”) and as a Limited Partner, Starwood REIT Special Limited Partner L.L.C., a Delaware limited liability company (the “Special Limited Partner”) and the Limited Partners party hereto from time to time.

Class T Units. Class T-1 Units, Class S Units, Class S-1 Units, Class S-2 Units, Class D Units, Class D-1 Units, Class I Units, Class E Units and Class I N Units 12 4.315 5.3. Additional Capital Contributions and Issuances of Additional Partnership Interests 13 4.416 5.4. Additional Funding 15 4.519 5.5. Capital Accounts 16 4.619 5.6. Percentage Interests 16 4.720 5.7. No Interest on Contributions 16 4.820 5.8. Return of Capital Contributions 16 4.920 5.9. No Third Party Beneficiary 16 20 ARTICLE 5 6 PROFITS AND LOSSES; LOSSES; DISTRIBUTIONS 17 5.120 6.1. Allocation of Profit and Loss 17 5.220 6.2. Distribution of Cash 20 5.323 6.3. REIT Distribution Requirements 22 5.426 6.4. No Right to Distributions in Kind 22 5.526 6.5. Limitations on Return of Capital Contributions 22 5.626 6.6. Distributions Upon Liquidation 22 5.727 LEGAL02/41777927v7 6.7. Substantial Economic Effect 22 5.827 6.8. Reinvestment 23 27 ARTICLE 6 7 RIGHTS, OBLIGATIONS AND POWERS OF THE GENERAL PARTNER 24 6.129 7.1. Management of the Partnership 24 6.229 7.2. Delegation of Authority 26 6.331 7.3. Indemnification and Exculpation of Indemnitees 27 6.431 7.4. Liability and Obligations of the General Partner 28 6.532 7.5. Reimbursement of General Partner 29 6.633 7.6. Outside Activities 29 6.734 7.7. Transactions With Affiliates 29 6.834 7.8. Title to Partnership Assets 30 6.935 7.9. Repurchases and Exchanges of REIT Shares 30 6.1035 7.10. No Duplication of Fees or Expenses 30 35 ARTICLE 7 8 CHANGES IN GENERAL PARTNER 31 7.135 8.1. Transfer of the General Partner’s Partnership Interest 31 7.235 8.2. Admission of a Substitute or Additional General Partner 32 7.337 8.3. Effect of Bankruptcy, Withdrawal, Death or Dissolution of the sole remaining General Partner 32 7.437 8.4. Removal of a General Partner 33 38 ARTICLE 8 9 RIGHTS AND OBLIGATIONS OF THE LIMITED PARTNERS 34 8.139 9.1. Management of the Partnership 34 8.239 9.2. Power of Attorney 34 8.339 9.3. Limitation on Liability of Limited Partners 34 8.439 9.4. Ownership by Limited Partner of Corporate General Partner or Affiliate 34 8.539 9.5. Redemption Right 34 39 ARTICLE 9 10 TRANSFERS OF LIMITED PARTNERSHIP INTERESTS 37 9.142 10.1. Purchase for Investment 37 9.242 10.2. Restrictions on Transfer of Limited Partnership Interests 37 9.342 10.3. Admission of Substitute Limited Partner 38 9.443 10.4. Rights of Assignees of Partnership Interests 39 9.544 10.5. Effect of Bankruptcy, Death, Incompetence or Termination of a Limited Partner 39 9.645 10.6. Joint Ownership of Interests 40 ARTICLE 10 BOOKS AND RECORDS; ACCOUNTING; TAX MATTERS 40 10.1. Books and Records 40 10.2. Custody of Partnership Funds; Bank Accounts 40 10.3. Fiscal and Taxable Year 40 10.4. Annual Tax Information and Report 40 10.5. Partnership Representative; Tax Elections; Special Basis Adjustments 41 10.6. Reports to Limited Partners 41 ARTICLE 11 AMENDMENT OF AGREEMENT; MERGER 42 ARTICLE 12 GENERAL PROVISIONS 42 12.1. Notices 42 12.2. Survival of Rights 42 12.3. Additional Documents 42 12.4. Severability 42 12.5. Entire Agreement 42 12.6. Pronouns and Plurals 42 12.7. Headings 43 12.8. Counterparts 43 12.9. Governing Law 43 EXHIBIT A – Notice of Exercise of Redemption Right This Amended and Restated Limited Partnership Agreement (this “Agreement”) is entered into as of December 18, 2023, between Starwood Real Estate Income Trust, Inc. a Maryland corporation, as general partner (the “General Partner”) and as a Limited Partner, Starwood REIT Special Limited Partner L.L.C., a Delaware limited liability company (the “Special Limited Partner”) and the Limited Partners party hereto from time to time.45 LEGAL02/41777927v7

Class T Units. Class T-1 Units, Class S Units, Class S-1 Units, Class D Units, Class D-1 Units, Class I Units, Class E Units and Class I N Units 12 15 4.3. Additional Capital Contributions and Issuances of Additional Partnership Interests 13 15 4.4. Additional Funding 15 19 4.5. Capital Accounts 16 19 4.6. Percentage Interests 16 19 4.7. No Interest on Contributions 16 20 4.8. Return of Capital Contributions 16 20 4.9. No Third Party Beneficiary 16 20 ARTICLE 5 PROFITS AND LOSSES; DISTRIBUTIONS 17 20 5.1. Allocation of Profit and Loss 17 20 5.2. Distribution of Cash 20 24 5.3. REIT Distribution Requirements 22 27 5.4. No Right to Distributions in Kind 22 27 5.5. Limitations on Return of Capital Contributions 22 27 5.6. Distributions Upon Liquidation 22 27 5.7. Substantial Economic Effect 22 28 5.8. Reinvestment 23 28 ARTICLE 6 RIGHTS, OBLIGATIONS AND POWERS OF THE GENERAL PARTNER 24 30 6.1. Management of the Partnership 24 30 6.2. Delegation of Authority 26 32 6.3. Indemnification and Exculpation of Indemnitees 27 32 6.4. Liability and Obligations of the General Partner 28 34 6.5. Reimbursement of General Partner 29 35 6.6. Outside Activities 29 35 6.7. Transactions With Affiliates 29 36 6.8. Title to Partnership Assets 30 36 6.9. Repurchases and Exchanges of REIT Shares 30 37 6.10. No Duplication of Fees or Expenses 30 37 ARTICLE 7 CHANGES IN GENERAL PARTNER 31 37 7.1. Transfer of the General Partner’s Partnership Interest 31 37 7.2. Admission of a Substitute or Additional General Partner 32 39 7.3. Effect of Bankruptcy, Withdrawal, Death or Dissolution of the sole remaining General Partner 32 39 7.4. Removal of a General Partner 33 40 ARTICLE 8 RIGHTS AND OBLIGATIONS OF THE LIMITED PARTNERS 34 41 8.1. Management of the Partnership 34 41 8.2. Power of Attorney 34 41 8.3. Limitation on Liability of Limited Partners 34 41 8.4. Ownership by Limited Partner of Corporate General Partner or Affiliate 34 41 8.5. Redemption Right 34 41 ARTICLE 9 TRANSFERS OF LIMITED PARTNERSHIP INTERESTS 37 44 9.1. Purchase for Investment 37 44 9.2. Restrictions on Transfer of Limited Partnership Interests 37 45 9.3. Admission of Substitute Limited Partner 38 46 9.4. Rights of Assignees of Partnership Interests 39 47 9.5. Effect of Bankruptcy, Death, Incompetence or Termination of a Limited Partner 39 47 9.6. Joint Ownership of Interests 40 47 ARTICLE 10 BOOKS AND RECORDS; ACCOUNTING; TAX MATTERS 40 48 10.1. Books and Records 40 10.2. Custody of Partnership Funds; Bank Accounts 40 10.3. Fiscal and Taxable Year 40 10.4. Annual Tax Information and Report 40 10.5. Partnership Representative; Tax Elections; Special Basis Adjustments 41 10.6. Reports to Limited Partners 41 ARTICLE 11 AMENDMENT OF AGREEMENT; MERGER 42 ARTICLE 12 GENERAL PROVISIONS 42 12.1. Notices 42 12.2. Survival of Rights 42 12.3. Additional Documents 42 12.4. Severability 42 12.5. Entire Agreement 42 12.6. Pronouns and Plurals 42 12.7. Headings 43 12.8. Counterparts 43 12.9. Governing Law 43 EXHIBIT A – Notice of Exercise of Redemption Right This Amended and Restated Limited Partnership Agreement (this “Agreement”) is entered into as of December 18, 2023, between Starwood Real Estate Income Trust, Inc. a Maryland corporation, as general partner (the “General Partner”) and as a Limited Partner, Starwood REIT Special Limited Partner L.L.C., a Delaware limited liability company (the “Special Limited Partner”) and the Limited Partners party hereto from time to time.48