Common use of Avoidance of Inconsistent Position Clause in Contracts

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the Funds, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds the most favorable execution and net price available. It is also understood that it is desirable for the Funds that you have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds with such brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients concerning the Shares of the Funds, you will act solely as investment counsel for such clients and not in any way on behalf of any Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality of the transaction and the commission is comparable to what they would be with other qualified firms.

Avoidance of Inconsistent Position. In connection with ---------------------------------- purchases or sales ---------------------------------- of portfolio securities for the account of the FundsFund, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each the Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx Sachs & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs Xxxxx & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds Fund with such brokers, subject to review by the RegistrantCompany's Trustees Board of Directors from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a the Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality of the transaction and the commission is comparable to what they would be with other qualified firms.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases The Investment Manager or sales ---------------------------------- of portfolio securities for the account of the Funds, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your its agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each Fund's account Company Investments with brokers or dealers (including XxxxxxxXxxxxxx Sachs & Co. LLC or an affiliate thereof), Xxxxx & Co.) foreign currency dealers, futures commission merchants or other parties selected by youthe Investment Manager. In the selection of such brokers or dealers (including Xxxxxxx, Sachs Xxxxxxx Xxxxx & Co.Co. LLC or an affiliate thereof) and the placing of such orders, you are the Investment Manager is directed at all times to seek to obtain the best net results for the Funds Company, taking into account such factors as price (including the most favorable execution applicable brokerage commission or dealer spread), size of order, difficulty of execution, and net price availableoperational facilities of the brokerage firm and the brokerage firm’s risk and skill in positioning blocks of securities. Subject to applicable legal requirements, the Investment Manager may select a broker based partly upon brokerage or research services provided to the Company, the Investment Manager and any of its other accounts. It is also understood that it is desirable for the Funds Company that you the Investment Manager have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a Fund the Company than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are the Investment Manager is authorized to place orders for the purchase and sale of securities for the Funds Company with such brokers, subject to review by the Registrant's Trustees Board of Managers from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you the Investment Manager in connection with your its services to other clients. If any occasion should arise in which you give the Investment Manager gives any advice to your its clients concerning the Shares of the FundsUnits, you it will act solely as investment counsel for such clients and not in any way on behalf of any Fundthe Company. You The Investment Manager may, on occasions when you deem it deems the purchase or sale of a security to be in the best interests of a Fund the Company as well as your its other customers (including any other Series or any other investment company or advisory account for which you the Investment Manager or any of your its affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality of the transaction and the commission is comparable to what they would be with other qualified firms.

Avoidance of Inconsistent Position. In connection with purchases or ---------------------------------- sales ---------------------------------- of portfolio securities for the account of the FundsFund, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each the Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx Sachs & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs Xxxxx & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds Fund with such brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a the Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts act as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality of the transaction and the commission is comparable to what they would be with other qualified firms.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the Funds, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx Sachs & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs Xxxxx & Co.) and the placing of such orders, you are directed at all times to seek for the Funds the most favorable execution and net price available. It is also understood that it is desirable for the Funds that you have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds with such brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients concerning the Shares of the Funds, you will act solely as investment counsel for such clients and not in any way on behalf of any Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares Shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality of the transaction and the commission is comparable to what they would be with other qualified firms.

Avoidance of Inconsistent Position. In connection with purchases The Investment Manager or sales ---------------------------------- of portfolio securities for the account of the Funds, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your its agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each Fund's account Company Investments with brokers or dealers (including Xxxxxxx, Xxxxxxx Xxxxx & Co.) Co. LLC or an affiliate thereof), foreign currency dealers, futures commission merchants or other parties selected by youthe Investment Manager. In the selection of such brokers or dealers (including Xxxxxxx, Xxxxxxx Sachs & Co.Co. LLC or an affiliate thereof) and the placing of such orders, you are the Investment Manager is directed at all times to seek to obtain the best net results for the Funds Company, taking into account such factors as price (including the most favorable execution applicable brokerage commission or dealer spread), size of order, difficulty of execution, and net price availableoperational facilities of the brokerage firm and the brokerage firm’s risk and skill in positioning blocks of securities. Subject to applicable legal requirements, the Investment Manager may select a broker based partly upon brokerage or research services provided to the Company, the Investment Manager and any of its other accounts. It is also understood that it is desirable for the Funds Company that you the Investment Manager have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a Fund the Company than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are the Investment Manager is authorized to place orders for the purchase and sale of securities for the Funds Company with such brokers, subject to review by the Registrant's Trustees Board of Managers from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you the Investment Manager in connection with your its services to other clients. If any occasion should arise in which you give the Investment Manager gives any advice to your its clients concerning the Shares of the FundsUnits, you it will act solely as investment counsel for such clients and not in any way on behalf of any Fundthe Company. You The Investment Manager may, on occasions when you deem it deems the purchase or sale of a security to be in the best interests of a Fund the Company as well as your its other customers (including any other Series or any other investment company or advisory account for which you the Investment Manager or any of your its affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality of the transaction and the commission is comparable to what they would be with other qualified firms.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to paragraph 3 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trust’s Trustees from time to time with respect to the extent and INVESTMENT ADVISORY AGREEMENT HARBOR COMMODITY REAL RETURN STRATEGY FUND SEPTEMBER 1, 2008 continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases The Investment Manager or sales ---------------------------------- of portfolio securities for the account of the Funds, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your its agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each Fund's account Fund Investments with brokers or dealers (including Xxxxxxx, Xxxxxxx Xxxxx & Co.) Co. LLC or an affiliate thereof), foreign currency dealers, futures commission merchants or other parties selected by youthe Investment Manager. In the selection of such brokers or dealers (including Xxxxxxx, Xxxxxxx Sachs & Co.Co. LLC or an affiliate thereof) and the placing of such orders, you are the Investment Manager is directed at all times to seek to obtain the best net results for the Funds Fund, taking into account such factors as price (including the most favorable execution applicable brokerage commission or dealer spread), size of order, difficulty of execution, and net price availableoperational facilities of the brokerage firm and the brokerage firm’s risk and skill in positioning blocks of securities. Subject to applicable legal requirements, the Investment Manager may select a broker based partly upon brokerage or research services provided to the Fund, the Investment Manager and any of its other accounts. It is also understood that it is desirable for the Funds Fund that you the Investment Manager have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are the Investment Manager is authorized to place orders for the purchase and sale of securities for the Funds Fund with such brokers, subject to review by the Registrant's Board of Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you the Investment Manager in connection with your its services to other clients. If any occasion should arise in which you give the Investment Manager gives any advice to your its clients concerning the Shares of the FundsShares, you it will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You The Investment Manager may, on occasions when you deem it deems the purchase or sale of a security to be in the best interests of a the Fund as well as your its other customers (including any other Series or any other investment company or advisory account for which you the Investment Manager or any of your its affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality of the transaction and the commission is comparable to what they would be with other qualified firms.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the FundsFund, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each the Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx Sachs & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs Xxxxx & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds Fund with such brokers, subject to review by the RegistrantTrust's Board of Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients concerning the Shares Units of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a the Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts act as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality of the transaction and the commission is comparable to what they would be with other qualified firms.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s INVESTMENT ADVISORY AGREEMENT HARBOR EMERGING MARKETS EQUITY FUND NOVEMBER 1, 2013 account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the Funds, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your agent (or one or more sub-advisers or their agents) shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each Fund's ’s account with brokers or dealers (including XxxxxxxGxxxxxx, Xxxxx Sachs & Co.) selected by youyou (or them). In the selection of such brokers or dealers (including XxxxxxxGxxxxxx, Sachs Sxxxx & Co.) and the placing of such orders, you are directed at all times to seek for the Funds the most favorable execution and net price available. It is also understood that it is desirable for the Funds that you have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds with such brokers, subject to review by the Registrant's ’s Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients concerning the Shares of the Funds, you will act solely as investment counsel for such clients and not in any way on behalf of any Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality of the transaction and the commission is comparable to what they would be with other qualified firms.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the Funds, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds the most favorable execution and net price available. It is also understood that it is desirable for the Funds that you have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds with such brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients concerning the Shares of the Funds, you will act solely as investment counsel for such clients and not in any way on behalf of any Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares Shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality of the transaction and the commission is comparable to what they would be with other qualified firms.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the FundsFund, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each the Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx Sachs & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs Xxxxx & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds Fund with such brokers, subject to review by the RegistrantTrust's Board of Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a the Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts act as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality of the transaction and the commission is comparable to what they would be with other qualified firms.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, INVESTMENT ADVISORY AGREEMENT HARBOR REAL RETURN FUND JULY 23, 2013 you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firms.others. INVESTMENT ADVISORY AGREEMENT HARBOR INTERNATIONAL COMPOUNDERS ETF SEPTEMBER 7, 2022

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including XxxxxxxINVESTMENT ADVISORY AGREEMENT HARBOR INTERNATIONAL FUND JULY 1, Xxxxx & Co.) 2013 selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the Funds, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds the most favorable execution and net price available. It is also understood that it is desirable for the Funds that you have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds with such brokers, subject to review by the Registrant's Board of Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients concerning the Shares of the Funds, you will act solely as investment counsel for such clients and not in any way on behalf of any Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality of the transaction and the commission is comparable to what they would be with other qualified firms.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firms.others. INVESTMENT ADVISORY AGREEMENT HARBOR CORE PLUS FUND FEBRUARY 2, 2022

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, INVESTMENT ADVISORY AGREEMENT HARBOR BOND FUND JULY 1, 2013 you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, INVESTMENT ADVISORY AGREEMENT HARBOR MONEY MARKET FUND JULY 1, 2013 you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to paragraph 3 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent INVESTMENT ADVISORY AGREEMENT HARBOR CONVERTIBLE SECURITIES FUND MAY 1, 2011 shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds Fund with such certain brokers, subject to review by the Registrant's Trust’s Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including XxxxxxxINVESTMENT ADVISORY AGREEMENT HARBOR SMALL CAP GROWTH OPPORTUNITIES FUND FEBRUARY 1, Xxxxx & Co.) 2014 selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the Funds, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds the most favorable execution and net price available. It is also understood that it is desirable for the Funds that you have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds with such brokers, subject to review by the Registrant's Trustees Board of [Trustees/Directors] from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients concerning the Shares of the Funds, you will act solely as investment counsel for such clients and not in any way on behalf of any Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality of the transaction and the commission is comparable to what they would be with other qualified firms.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firms.others. INVESTMENT ADVISORY AGREEMENT HARBOR DIVIDEND GROWTH LEADERS ETF MAY 23, 2022

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to paragraph 3 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each the Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by INVESTMENT ADVISORY AGREEMENT HARBOR SMALL COMPANY GROWTH FUND FEBRUARY 1, 2006 certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds Fund with such certain brokers, subject to review by the RegistrantTrust's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities INVESTMENT ADVISORY AGREEMENT HARBOR FOCUSED INTERNATIONAL FUND JUNE 1, 2019 and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firms.others. INVESTMENT ADVISORY AGREEMENT HARBOR LONG-SHORT EQUITY ETF DECEMBER 4, 2023

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to paragraph 3 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent INVESTMENT ADVISORY AGREEMENT HARBOR FLEXIBLE CAPITAL FUND MARCH 1, 2011 shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds Fund with such certain brokers, subject to review by the Registrant's Trust’s Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with ---------------------------------- purchases or sales ---------------------------------- of portfolio securities for the account of the FundsFund, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each the Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds Fund with such brokers, subject to review by the RegistrantCompany's Trustees Board of Directors from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a the Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts act as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account You will advise the sale Company's Custodian and the Adviser on a prompt basis of shares of the Registrant in allocating each purchase and sale orders for of a portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that security specifying the quality name of the transaction issuer, the description and amount or number of Shares of the security purchased, the market price, commission is comparable and gross or net price, trade date, settlement date and identity of the effecting broker or dealer. From time to what they would be with other qualified firmstime as the Directors of the Company or the Adviser may reasonably request, you will furnish to the Company's officers and to each of its Directors reports on portfolio transactions and reports on issues of securities held in the portfolio, all in such detail as the Company or the Adviser may reasonably request.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the Fundsa Fund, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx Sachs & Co.Co. or an affiliate thereof) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs Xxxxx & Co.Co. or an affiliate thereof) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds Fund with such brokers, subject to review by the Registrant's ’s Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients concerning the Shares of the Fundsa Fund, you will act solely as investment counsel for such clients and not in any way on behalf of any Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a the Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality of the transaction and the commission is comparable to what they would be with other qualified firms.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the Fundsa Fund, neither you nor any of your partners, directors, officers or employees will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall place all orders for the purchase and sale of Harbor mutual fund shares for a Fund’s account with such underlying funds’ transfer agent. With respect to portfolio securities and other financial instruments other than Harbor mutual fund shares, you or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each a Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds the most favorable execution and net price available. It is also understood that it is desirable for the Funds that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a Fund the Funds than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds a Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares INVESTMENT ADVISORY AGREEMENT HARBOR TARGET RETIREMENT FUNDS JULY 1, 2013 of the Fundsa Fund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem Your services to the purchase or sale of a security Funds pursuant to this Agreement are not to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities deemed to be sold or purchased in order to obtain the best net price exclusive and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment INVESTMENT ADVISORY AGREEMENT HARBOR LARGE CAP VALUE FUND MARCH 1, 2020 and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and INVESTMENT ADVISORY AGREEMENT EMBARK SMALL CAP EQUITY FUND JANUARY 17, 2024 security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, INVESTMENT ADVISORY AGREEMENT HARBOR EMERGING MARKETS DEBT FUND JULY 1, 2013 you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, INVESTMENT ADVISORY AGREEMENT HARBOR CONVERTIBLE SECURITIES FUND JULY 1, 2013 you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the Funds, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each Fund's account with brokers or dealers (including XxxxxxxGxxxxxx, Xxxxx Sxxxx & Co.) selected by you. In the selection of such brokers or dealers (including XxxxxxxGxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds the most favorable execution and net price available. It is also understood that it is desirable for the Funds that you have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a Fund than may result when allocating brokerage to other brokers on the basis of seeking the th e most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds with such brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients concerning the Shares of the Funds, you will act solely as investment counsel for such clients and not in any way on behalf of any Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality of the transaction and the commission is comparable to what they would be with other qualified firms.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the FundsFund or any Portfolio, neither you EquiTrust nor any officer, director or shareholder of your partners, officers or employees will EquiTrust shall act as a principalprincipal or receive any commission other than its compensation provided for in this Agreement. Such limitation, except as otherwise permitted by however, shall not prohibit the 1940 Act. You or your agent shall arrange for payment of the placing of all orders for the purchase usual and sale of portfolio securities for each Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection customary brokerage commissions to any of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and parties in the placing of such orders, you are directed at all times to seek for the Funds the most favorable execution and net price availableproper case. It is understood and agreed that EquiTrust, by virtue of a separate agreement or agreements with the Fund, may also understood that it is desirable act as underwriter, distributor, transfer agent and/or shareholder service agent for the Funds that you have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders and/or perform accounting services for the purchase Fund, and sale may be compensated therefor. The same securities held by the Fund may also be held by separate investment accounts or other investment companies for which EquiTrust may act as an adviser or by EquiTrust or its affiliates. Because of different investment objectives or other factors, a particular security may be bought by EquiTrust or its affiliates or for one or more clients when one or more clients are selling the same security. If purchases or sales of securities for the Funds with Fund or other entities for which EquiTrust or its affiliates act as investment adviser or for their advisory clients arise for consideration at or about the same time, the Fund agrees that EquiTrust may make transactions in such brokerssecurities, subject in such manner as is deemed equitable to review by the Registrant's Trustees from time to time with respect to all. To the extent and continuation that transactions on behalf of this practicemore than one client of EquiTrust during the same period may increase demand for securities being purchased or the supply of securities being sold, the Fund recognizes that there may be an adverse effect on price. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients concerning the Shares of the Funds, you will act solely as investment counsel for such clients and not in any way on behalf of any Fund. You mayagreed that, on occasions when you deem EquiTrust deems the purchase or sale of a security to be in the best interests of a the Fund as well as your other customers (including any other Series accounts or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser)companies, aggregateit may, to the extent permitted by applicable laws and regulations, but not be obligated to, aggregate the securities to be sold or purchased for the Fund with those to be sold or purchased for other accounts or companies in order to obtain the best net price favorable execution and the most favorable executionlower brokerage commissions. In such that event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you EquiTrust in the manner you consider it considers to be the most equitable and consistent with your its fiduciary obligations to the Fund and to such other customersaccounts or companies. In addition, you are authorized to take into account The Fund recognizes that in some cases this procedure may adversely affect the sale of shares size of the Registrant in allocating purchase and sale orders position obtainable for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality a Portfolio of the transaction and the commission is comparable to what they would be with other qualified firmsFund.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to paragraph 3 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each the Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to INVESTMENT ADVISORY AGREEMENT HARBOR HIGH-YIELD BOND FUND DECEMBER 1,2002 supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds Fund with such certain brokers, subject to review by the RegistrantTrust's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including XxxxxxxINVESTMENT ADVISORY AGREEMENT HARBOR INTERNATIONAL SMALL CAP FUND FEBRUARY 1, Xxxxx & Co.) 2016 selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, INVESTMENT ADVISORY AGREEMENT HARBOR LARGE CAP VALUE FUND JULY 23, 2013 you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, INVESTMENT ADVISORY AGREEMENT HARBOR INTERNATIONAL GROWTH FUND JULY 1, 2013 you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, INVESTMENT ADVISORY AGREEMENT HARBOR SMALL CAP VALUE FUND JULY 23, 2013 you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to paragraph 3 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each the Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price INVESTMENT ADVISORY AGREEMENT HARBOR REAL RETURN (INFLATION PROTECTED) FUND DECEMBER 1, 2005 and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds Fund with such certain brokers, subject to review by the RegistrantTrust's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firms.others. INVESTMENT ADVISORY AGREEMENT HARBOR DISCIPLINED BOND ETF MAY 1, 2024

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, INVESTMENT ADVISORY AGREEMENT HARBOR CAPITAL APPRECIATION FUND JULY 1, 2013 you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, INVESTMENT ADVISORY AGREEMENT HARBOR MID CAP VALUE FUND JULY 1, 2013 you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than INVESTMENT ADVISORY AGREEMENT HARBOR GLOBAL VALUE FUND JULY 1, 2013 may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the Funds, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx Sachs & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs Xxxxx & Co.) and the placing of such orders, you are directed at all times to seek for the Funds the most favorable execution and net price available. It is also understood that it is desirable for the Funds that you have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds with such brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients concerning the Shares of the Funds, you will act solely as investment counsel for such clients and not in any way on behalf of any Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality of the transaction and the commission is comparable to what they would be with other qualified firms.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to paragraph 3 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent INVESTMENT ADVISORY AGREEMENT HARBOR EMERGING MARKETS DEBT FUND MAY 1, 2011 shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds Fund with such certain brokers, subject to review by the Registrant's Trust’s Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees Fund’s directors from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firms.others. INVESTMENT ADVISORY AGREEMENT HARBOR CAYMAN ENERGY TRANSITION LTD JULY 13, 2022

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the Funds, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx Sachs & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs Xxxxx & Co.) and the placing of such orders, you are directed at all times to seek for the Funds the most favorable execution and net price available. It is also understood that it is desirable for the Funds that you have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds with such brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients concerning the Shares of the Funds, you will act solely as investment counsel for such clients and not in any way on behalf of any Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares Shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality of the transaction and the commission is comparable to what they would be with other qualified firms.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees Fund’s directors from time to time with respect to the INVESTMENT ADVISORY AGREEMENT HARBOR CAYMAN INFLATION FOCUS LTD FEBRUARY 9, 2022 extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, INVESTMENT ADVISORY AGREEMENT HARBOR HIGH-YIELD BOND FUND JULY 1, 2013 you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or ---------------------------------- sales ---------------------------------- of portfolio securities for the account of the FundsFund, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each the Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds Fund with such brokers, subject to review by the RegistrantTrust's Board of Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients concerning the Shares Units of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a the Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts act as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account You will advise the sale Trust's Custodian and the Adviser on a prompt basis of shares of the Registrant in allocating each purchase and sale orders for of a portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that security specifying the quality name of the transaction issuer, the description and amount or number of units of the security purchased, the market price, commission is comparable and gross or net price, trade date, settlement date and identity of the effecting broker or dealer. From time to what they would be with other qualified firmstime as the Trustees of the Trust or the Adviser may reasonably request, you will furnish to the Trust's officers and to each of its Trustees reports on portfolio transactions and reports on issues of securities held in the portfolio, all in such detail as the Trust or the Adviser may reasonably request.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to paragraph 3 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each the Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by 4 INVESTMENT ADVISORY AGREEMENT HARBOR SHORT DURATION FUND JUNE ___, 2001 certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds Fund with such certain brokers, subject to review by the RegistrantTrust's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or ---------------------------------- sales ---------------------------------- of portfolio securities for the account of the FundsFund, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each the Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx Sachs & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs Xxxxx & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds Fund with such brokers, subject to review by the RegistrantTrust's Board of Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a the Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts act as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality of the transaction and the commission is comparable to what they would be with other qualified firms.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the Funds, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your agent (or one or more sub-advisers or their agents) shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx Sachs & Co.) selected by youyou (or them). In the selection of such brokers or dealers (including Xxxxxxx, Sachs Xxxxx & Co.) and the placing of such orders, you are directed at all times to seek for the Funds the most favorable execution and net price available. It is also understood that it is desirable for the Funds that you have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds with such brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients concerning the Shares of the Funds, you will act solely as investment counsel for such clients and not in any way on behalf of any Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality of the transaction and the commission is comparable to what they would be with other qualified firms.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price INVESTMENT ADVISORY AGREEMENT HARBOR CORE BOND FUND JUNE 1, 2018 available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firms.others. INVESTMENT ADVISORY AGREEMENT HARBOR SMALL CAP EXPLORER ETF APRIL 12, 2023

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, INVESTMENT ADVISORY AGREEMENT HARBOR MID CAP GROWTH FUND JULY 1, 2013 you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the Fundseach fund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each Fund's fund’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds each fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds each fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage INVESTMENT ADVISORY AGREEMENT EMBARK CAYMAN FUND I LTD, EMBARK CAYMAN FUND II LTD, EMBARK CAYMAN FUND III LTD, EMBARK CAYMAN FUND IV LTD, EMBARK CAYMAN FUND V LTD AND EMBARK CAYMAN FUND VI LTD JANUARY 17, 2024 transactions at a higher cost to a Fund each fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds each fund with such certain brokers, subject to review by the Registrant's Trustees each fund’s directors from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the Fundseach fund, you will act solely as investment counsel for such clients and not in any way on behalf of any Fundeach fund. You may, on occasions when you deem the purchase or sale of a security Your services to each fund pursuant to this Agreement are not to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities deemed to be sold or purchased in order to obtain the best net price exclusive and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and INVESTMENT ADVISORY AGREEMENT EMBARK COMMODITY STRATEGY FUND JANUARY 17, 2024 security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firms.others. INVESTMENT ADVISORY AGREEMENT HARBOR MULTI-ASSET EXPLORER ETF SEPTEMBER 13, 2023

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the Fundseach Fund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds each Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds each Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result INVESTMENT ADVISORY AGREEMENT HARBOR SCIENTIFIC ALPHA INCOME ETF HARBOR SCIENTIFIC ALPHA HIGH-YIELD ETF SEPTEMBER 16, 2021 when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds each Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the Fundsa Fund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem Your services to the purchase or sale of a security Funds pursuant to this Agreement are not to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities deemed to be sold or purchased in order to obtain the best net price exclusive and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases ---------------------------------- or sales ---------------------------------- of portfolio securities for the account of the FundsFund, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each the Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx Sachs & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs Xxxxx & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds Fund with such brokers, subject to review by the RegistrantTrust's Board of Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a the Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts act as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality of the transaction and the commission is comparable to what they would be with other qualified firms.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firms.others. INVESTMENT ADVISORY AGREEMENT HARBOR CORPORATE CULTURE LEADERS ETF FEBRUARY 23, 2022

Avoidance of Inconsistent Position. In connection with purchases The Investment Manager or sales ---------------------------------- of portfolio securities for the account of the Funds, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your its agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each Fund's account Fund Investments with brokers or dealers (including XxxxxxxGoxxxxx Xaxxx & Co. LLC or an affiliate thereof), Xxxxx & Co.) foreign currency dealers, futures commission merchants or other parties selected by youthe Investment Manager. In the selection of such brokers or dealers (including Xxxxxxx, Sachs Goxxxxx Xachs & Co.Co. LLC or an affiliate thereof) and the placing of such orders, you are the Investment Manager is directed at all times to seek to obtain the best net results for the Funds Fund, taking into account such factors as price (including the most favorable execution applicable brokerage commission or dealer spread), size of order, difficulty of execution, and net price availableoperational facilities of the brokerage firm and the brokerage firm’s risk and skill in positioning blocks of securities. Subject to applicable legal requirements, the Investment Manager may select a broker based partly upon brokerage or research services provided to the Fund, the Investment Manager and any of its other accounts. It is also understood that it is desirable for the Funds Fund that you the Investment Manager have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are the Investment Manager is authorized to place orders for the purchase and sale of securities for the Funds Fund with such brokers, subject to review by the Registrant's Board of Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you the Investment Manager in connection with your its services to other clients. If any occasion should arise in which you give the Investment Manager gives any advice to your its clients concerning the Shares of the FundsShares, you it will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You The Investment Manager may, on occasions when you deem it deems the purchase or sale of a security to be in the best interests of a the Fund as well as your its other customers (including any other Series or any other investment company or advisory account for which you the Investment Manager or any of your its affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality of the transaction and the commission is comparable to what they would be with other qualified firms.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firms.others. INVESTMENT ADVISORY AGREEMENT HARBOR HEALTH CARE ETF NOVEMBER 16, 2022

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, INVESTMENT ADVISORY AGREEMENT HARBOR UNCONSTRAINED BOND FUND JULY 1, 2013 you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firms.others. INVESTMENT ADVISORY AGREEMENT HARBOR ENERGY TRANSITION STRATEGY ETF JULY 13, 2022

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the Funds, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds the most favorable execution and net price available. It is also understood that it is desirable for the Funds that you have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds with such brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients concerning the Shares of the Funds, you will act solely as investment counsel for such clients and not in any way on behalf of any Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares Shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality of the transaction and the commission is comparable to what they would be with other qualified firms.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firms.others. INVESTMENT ADVISORY AGREEMENT HARBOR ALPHAEDGE SMALL CAP EARNERS ETF JUNE 12, 2024

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firms.others. INVESTMENT ADVISORY AGREEMENT HARBOR ALL-WEATHER INFLATION FOCUS ETF FEBRUARY 9, 2022

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, INVESTMENT ADVISORY AGREEMENT HARBOR GLOBAL GROWTH FUND JULY 1, 2013 you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firms.others. INVESTMENT ADVISORY AGREEMENT HARBOR DISRUPTIVE INNOVATION ETF DECEMBER 1, 2021

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, INVESTMENT ADVISORY AGREEMENT HARBOR GLOBAL GROWTH FUND MARCH 1, 2014 neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firmsothers.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the FundsFund, neither you nor any of your partners, officers or employees will act as a principal, except as otherwise permitted by the 1940 Act. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities for each the Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs Xxxxx & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities for the Funds Fund with such brokers, subject to review by the RegistrantCompany's Board of Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a the Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations to the Fund and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality of the transaction and the commission is comparable to what they would be with other qualified firms.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities for the account of the FundsFund or any Portfolio thereof, neither you EquiTrust nor any officer, director or shareholder of your partners, officers or employees will EquiTrust shall act as a principalprincipal or receive any commission other than its compensation provided for in this Agreement. Such limitation, except as otherwise permitted by however, shall not prohibit the 1940 Act. You or your agent shall arrange for payment of the placing of all orders for the purchase usual and sale of portfolio securities for each Fund's account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection customary brokerage commissions to any of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and parties in the placing of such orders, you are directed at all times to seek for the Funds the most favorable execution and net price availableproper case. It is understood and agreed that EquiTrust, by virtue of a separate agreement or agreements with the Fund, may also understood that it is desirable act as underwriter, distributor, transfer agent and/or shareholder service agent for the Funds that you have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to a Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. ThereforeFund, you are authorized to place orders and/or perform accounting services for the purchase Fund, and sale may be compensated therefor. The same securities held by the Fund may also be held by separate investment accounts or other investment companies for which EquiTrust may act as an adviser or by EquiTrust or its affiliates. Because of different investment objectives or other factors, a particular security may be bought by EquiTrust or its affiliates or for one or more clients when one or more clients are selling the same security. If purchases or sales of securities for the Funds with Fund or other entities for which EquiTrust or its affiliates act as investment adviser or for their advisory clients arise for consideration at or about the same time, the Fund agrees that EquiTrust may make transactions in such brokerssecurities, subject in such manner as is deemed equitable to review by the Registrant's Trustees from time to time with respect to all. To the extent and continuation that transactions on behalf of this practicemore than one client of EquiTrust during the same period may increase demand for securities being purchased or the supply of securities being sold, the Fund recognizes that there may be an adverse effect on price. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients concerning the Shares of the Funds, you will act solely as investment counsel for such clients and not in any way on behalf of any Fund. You mayagreed that, on occasions when you deem EquiTrust deems the purchase or sale of a security to be in the best interests of a the Fund as well as your other customers (including any other Series accounts or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser)companies, aggregateit may, to the extent permitted by applicable laws and regulations, but shall not be obligated to, aggregate the securities to be sold or purchased for the Fund with those to be sold or purchased for other accounts or companies in order to obtain the best net price favorable execution and the most favorable executionlower brokerage commissions. In such that event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you EquiTrust in the manner you consider it considers to be the most equitable and consistent with your its fiduciary obligations to the Fund and to such other customersaccounts or companies. In addition, you are authorized to take into account The Fund recognizes that in some cases this procedure may adversely affect the sale of shares size of the Registrant in allocating purchase and sale orders position obtainable for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided that you believe that the quality a Portfolio of the transaction and the commission is comparable to what they would be with other qualified firmsFund.

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firms.others. INVESTMENT ADVISORY AGREEMENT HARBOR CORPORATE CULTURE ETF OCTOBER 12, 2022

Avoidance of Inconsistent Position. In connection with purchases or sales ---------------------------------- of portfolio securities and other financial instruments for the account of the FundsFund, neither you nor any of your partners, directors, officers or employees nor any subadviser engaged by you pursuant to Paragraph 4 hereof will act as a principal, except as otherwise permitted by the 1940 Actprincipal or agent or receive any commission. You or your agent shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for each the Fund's ’s account with brokers or dealers (including Xxxxxxx, Xxxxx & Co.) selected by you. In the selection of such brokers or dealers (including Xxxxxxx, Sachs & Co.) and the placing of such orders, you are directed at all times to seek for the Funds Fund the most favorable execution and net price available. It is also understood that it is desirable for the Funds Fund that you have access to supplemental investment and market research and security and economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to a the Fund than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. Therefore, you are authorized to place orders for the purchase and sale of securities and other financial instruments for the Funds Fund with such certain brokers, subject to review by the Registrant's Trustees from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to you in connection with your services to other clients. If any occasion should arise in which you give any advice to your clients of yours concerning the Shares of the FundsFund, you will act solely as investment counsel for such clients and not in any way on behalf of any the Fund. You may, on occasions when you deem the purchase or sale of a security to be in the best interests of a Fund as well as your other customers (including any other Series or any other investment company or advisory account for which you or any of your affiliates acts as an investment adviser), aggregate, to the extent permitted by applicable laws and regulations, the securities to be sold or purchased in order to obtain the best net price and the most favorable execution. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by you in the manner you consider to be the most equitable and consistent with your fiduciary obligations Your services to the Fund pursuant to this Agreement are not to be deemed to be exclusive and to such other customers. In addition, you are authorized to take into account the sale of shares of the Registrant in allocating purchase and sale orders for portfolio securities to brokers or dealers (including brokers and dealers that are affiliated with you), provided it is understood that you believe that the quality of the transaction may render investment advice, management and the commission is comparable other services to what they would be with other qualified firms.others. INVESTMENT ADVISORY AGREEMENT HARBOR CORPORATE CULTURE SMALL CAP ETF APRIL 12, 2023