0001193125-13-353158 Sample Contracts

PORTFOLIO MANAGEMENT AGREEMENT For The Real Estate Securities Portfolio
Portfolio Management Agreement • August 30th, 2013 • Hc Capital Trust • Delaware

AGREEMENT made this 2nd day of August, 2013, between Mellon Capital Management Corporation, a corporation organized under the laws of California (“Portfolio Manager”), and The HC Capital Trust, a Delaware statutory trust (“Trust”).

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HC Capital Trust U.S. Government Fixed Income Securities Portfolio Amendment No. 1 to the Portfolio Management Agreement
Portfolio Management Agreement • August 30th, 2013 • Hc Capital Trust

Amendment, made as of December 1, 2012, to the Portfolio Management Agreement dated November 11, 2010 (the “Agreement”) between the HC Capital Trust (formerly known as The Hirtle Callaghan Trust) (the “Trust”), an investment company registered under the Investment Company Act of 1940 as an open-end, series, management investment company, and Mellon Capital Management Corporation (“Portfolio Manager”). All capitalized terms used in this Amendment and not defined herein shall have the same meaning ascribed to them in the Agreement. Except as specifically set forth herein, all other provisions of the Agreement shall remain in full force and effect.

Amendment to Fee Waiver Agreement
Fee Waiver Agreement • August 30th, 2013 • Hc Capital Trust

Whereas, and AllianceBernstein, L.P., a limited partnership organized under the laws of Delaware (“Portfolio Manager”), provides portfolio management services to HC Capital Trust (formerly The Hirtle Callaghan Trust) (“Trust”) pursuant to the terms of two Portfolio Management Agreements, each dated December 5, 2008 (the “Agreements”) ; and

HC Capital Trust Core Fixed Income Portfolio Amendment No. 1 to the Portfolio Management Agreement
Portfolio Management Agreement • August 30th, 2013 • Hc Capital Trust

Amendment, made as of December 1, 2012, to the Portfolio Management Agreement dated December 7, 2010 (the “Agreement”) between the HC Capital Trust (formerly known as The Hirtle Callaghan Trust) (the “Trust”), an investment company registered under the Investment Company Act of 1940 as an open-end, series, management investment company, and Mellon Capital Management Corporation (“Portfolio Manager”). All capitalized terms used in this Amendment and not defined herein shall have the same meaning ascribed to them in the Agreement. Except as specifically set forth herein, all other provisions of the Agreement shall remain in full force and effect.

Amendment to Fee Waiver Agreement
Fee Waiver Agreement • August 30th, 2013 • Hc Capital Trust

Whereas, and AllianceBernstein, L.P., a limited partnership organized under the laws of Delaware (“Portfolio Manager”), provides portfolio management services to HC Capital Trust (formerly The Hirtle Callaghan Trust) (“Trust”) pursuant to the terms of two Portfolio Management Agreements, each dated December 5, 2008 (the “Agreements”) ; and

INTERIM PORTFOLIO MANAGEMENT AGREEMENT For The Value Equity, Institutional Value Equity, International Equity and Institutional International Equity Portfolios
Interim Portfolio Management Agreement • August 30th, 2013 • Hc Capital Trust • Delaware

AGREEMENT made this 20th day of August, 2013, between Cadence Capital Management LLC, a limited liability company organized under the laws of Delaware (“Portfolio Manager”), and The HC Capital Trust, a Delaware statutory trust (“Trust”).

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