0001193125-20-221385 Sample Contracts

INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • August 17th, 2020 • BlackRock Capital Allocation Trust • New York

AGREEMENT, dated [●], 2020, between BlackRock Capital Allocation Trust (the “Trust”), a Maryland statutory trust, and BlackRock Advisors, LLC (the “Advisor”), a Delaware limited liability company.

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SIXTH AMENDED AND RESTATED SECURITIES LENDING AGENCY AGREEMENT
Securities Lending Agency Agreement • August 17th, 2020 • BlackRock Capital Allocation Trust • New York

This Sixth Amended and Restated Agreement, dated as of January 1, 2020, between each investment company, severally and not jointly, identified on Schedule A, as such schedule may be amended from time to time (each a “Client”), acting on behalf of itself or the funds listed on Schedule A hereto and any future series of a Client (each, a “Fund”), by and through BlackRock Advisors, LLC (“BlackRock”), not in its individual capacity but as agent and investment advisor, and BlackRock Investment Management, LLC (the “Lending Agent”), a Delaware limited liability company.

Amendment No. 1 to Amended and Restated Master Advisory Fee Waiver Agreement
Waiver Agreement • August 17th, 2020 • BlackRock Capital Allocation Trust

This AMENDMENT NO. 1 (this “Amendment”) to the Amended and Restated Master Advisory Fee Waiver Agreement dated December 1, 2019 (the “Agreement”) is made as of this 24th day of January, 2020, by and among BlackRock Advisors, LLC (the “Adviser”) and each investment company listed on Schedule A attached hereto (each, a “Fund”).

Amendment No. 2 to Amended and Restated Master Advisory Fee Waiver Agreement
BlackRock Capital Allocation Trust • August 17th, 2020

This AMENDMENT NO. 2 (this “Amendment”) to the Amended and Restated Master Advisory Fee Waiver Agreement dated December 1, 2019 (the “Agreement”) is made as of this [●] day of [●], 2020, by and among BlackRock Advisors, LLC (the “Adviser”) and each investment company listed on Schedule A attached hereto (each, a “Fund”).

INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • August 17th, 2020 • BlackRock Capital Allocation Trust • New York

AGREEMENT, dated [●], 2020, between Cayman Capital Allocation Fund, Ltd. (the “Fund”), a Cayman Islands exempted company, and BlackRock Advisors, LLC (the “Advisor”), a Delaware limited liability company.

SUBSCRIPTION AGREEMENT
Subscription Agreement • August 17th, 2020 • BlackRock Capital Allocation Trust

THIS SUBSCRIPTION AGREEMENT is entered into as of the 27th day of July, 2020, between BlackRock Capital Allocation Trust, a statutory trust organized and existing under the laws of Maryland (the “Trust”), and BlackRock Financial Management, Inc., a corporation organized and existing under the laws of Delaware (the “Purchaser”).

ORGANIZATIONAL AND OFFERING EXPENSES AGREEMENT
Organizational and Offering Expenses Agreement • August 17th, 2020 • BlackRock Capital Allocation Trust • New York

AGREEMENT made this [●] day of [●], 2020, by and between BlackRock Capital Allocation Trust, a Maryland statutory trust (the “Trust”), and BlackRock Advisors, LLC, a Delaware limited liability company (the “Advisor”), and is acknowledged and agreed to by BlackRock Investments, LLC (“BRIL”).

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