0001104659-13-005220 Sample Contracts

INVESTMENT SUB-ADVISORY AGREEMENT SEI INSTITUTIONAL MANAGED TRUST
Investment Sub-Advisory Agreement • January 28th, 2013 • Sei Institutional Managed Trust • Massachusetts

AGREEMENT made as of this 29th day of June, 2012 between SEI Investments Management Corporation (the “Adviser”) and Fiduciary Management Associates (the “Sub-Adviser”).

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INVESTMENT SUB-ADVISORY AGREEMENT SEI INSTITUTIONAL MANAGED TRUST
Investment Sub-Advisory Agreement • January 28th, 2013 • Sei Institutional Managed Trust • Massachusetts

AGREEMENT made as of this 2nd day of January, 2013 between SEI Investments Management Corporation (the “Adviser”) and Analytic Investors, LLC (the “Sub-Adviser”).

INVESTMENT SUB-ADVISORY AGREEMENT SEI INSTITUTIONAL MANAGED TRUST
Sub-Advisory Agreement • January 28th, 2013 • Sei Institutional Managed Trust • Massachusetts

AGREEMENT made this 2nd day of January, 2013 between SEI Investments Management Corporation (the “Adviser”) and Analytic Investors, LLC (the “Sub-Adviser”).

FORM OF INVESTMENT SUB-ADVISORY AGREEMENT SEI INSTITUTIONAL MANAGED TRUST
Agreement • January 28th, 2013 • Sei Institutional Managed Trust • Massachusetts

AGREEMENT made as of this day of [January], 2013 between SEI Investments Management Corporation (the “Adviser”) and Metropolitan West Asset Management LLC (the “Sub-Adviser”).

AMENDED AND RESTATED CUSTODIAN AGREEMENT
Custodian Agreement • January 28th, 2013 • Sei Institutional Managed Trust • New York

THIS AMENDED AND RESTATED CUSTODIAN AGREEMENT (the “Agreement”), dated as of [March , 2012], by and between (i) SEI Institutional Managed Trust, an open end investment management company organized under the laws of the State of Massachusetts (the Trust), on behalf of its portfolios listed on Schedule A attached hereto, severally and not jointly (each a Fund and, collectively, the Funds), registered under the Investment Company Act of 1940, (ii) each exempt company organized under the laws of the Cayman Islands listed on Schedule A, attached hereto, severally and not jointly, (each, a “Company” and collectively, the “Companies”) and (iii) BROWN BROTHERS HARRIMAN & CO., a limited partnership formed under the laws of the State of New York (BBH&Co. or the Custodian).

SEI INSTITUTIONAL MANAGED TRUST AMENDMENT TO THE MUTUAL FUND CUSTODY AGREEMENT
Mutual Fund Custody Agreement • January 28th, 2013 • Sei Institutional Managed Trust

THIS AMENDMENT, dated as of the 10th day of April, 2012, to the Mutual Fund Custody Agreement dated as of September 17, 2004, as amended (the “Agreement”), is entered into by and between SEI Institutional Managed Trust, a Massachusetts business trust (the “Fund”) and U.S. Bank, N.A., a national banking association (the “Custodian”).

AMENDMENT TO INVESTMENT SUB-ADVISORY AGREEMENT FOR THE SEI INSTITUTIONAL MANAGED TRUST
Sei Institutional Managed Trust • January 28th, 2013

THIS AMENDMENT to the Investment Sub-Advisory Agreement for the SEI Institutional Managed Trust between Wellington Management Company, LLP (the “Sub-Adviser”) and SEI Investments Management Corporation, a Delaware corporation (the “Adviser”), is made effective as of the 10th day of April 2012.

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