0000950123-11-092885 Sample Contracts

PORTFOLIO MANAGEMENT AGREEMENT For The Institutional International Equity Portfolio
Portfolio Management Agreement • October 28th, 2011 • Hc Capital Trust • Delaware

AGREEMENT made this 23rd day of September, 2011, between Lazard Asset Management LLC, a limited liability company organized under the laws of Delaware (“Portfolio Manager”), and HC Capital Trust, a Delaware statutory trust (“Trust”).

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HC Capital Emerging Markets Portfolio Amendment No. 1 to the Portfolio Management Agreement
Portfolio Management Agreement • October 28th, 2011 • Hc Capital Trust

Amendment, made as of September 13, 2011, to the Portfolio Management Agreement dated November 18, 2009 (the “Agreement”) between the HC Capital Trust, an investment company registered under the Investment Company Act of 1940 as an open-end, series, management investment company, and SSgA Funds Management, Inc., a corporation organized under the laws of Massachusetts (“Portfolio Manager”). All capitalized terms used in this Amendment and not defined herein shall have the same meaning ascribed to them in the Agreement. Except as specifically set forth herein, all other provisions of the Agreement shall remain in full force and effect.

HC Capital U.S. Mortgage/Asset Backed Fixed Income Portfolio Amendment No. 1 to the Portfolio Management Agreement
Portfolio Management Agreement • October 28th, 2011 • Hc Capital Trust

Amendment, made as August 26, 2011 and retroactively effective as of June 30, 2011, to the Portfolio Management Agreement dated December 6, 2010 (the “Agreement”) between the HC Capital Trust, an investment company registered under the Investment Company Act of 1940 as an open-end, series, management investment company, and BlackRock Financial Management, Inc (“BlackRock”). All capitalized terms used in this Amendment and not defined herein shall have the same meaning ascribed to them in the Agreement. Except as specifically set forth herein, all other provisions of the Agreement shall remain in full force and effect.

HC International Equity Portfolio Amendment No. 1 to the Portfolio Management Agreement
Hc International • October 28th, 2011 • Hc Capital Trust

Amendment, made as of September 13, 2011, to the Portfolio Management Agreement dated December 18, 2009 (the “Agreement”) between the HC Capital Trust, an investment company registered under the Investment Company Act of 1940 as an open-end, series, management investment company, and SSgA Funds Management, Inc., a corporation organized under the laws of Massachusetts (“Portfolio Manager”). All capitalized terms used in this Amendment and not defined herein shall have the same meaning ascribed to them in the Agreement. Except as specifically set forth herein, all other provisions of the Agreement shall remain in full force and effect.

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