0001193125-24-224238 Sample Contracts

Investment Advisory Agreement (Harbor PanAgora Dynamic Large Cap Core ETF)
Investment Advisory Agreement • September 24th, 2024 • Harbor ETF Trust • Illinois

Harbor ETF Trust (the “Trust”) has been organized under the laws of Delaware to engage in the business of an investment company. The shares of beneficial interest of the Trust (“Shares”) are divided into multiple series, including Harbor PanAgora Dynamic Large Cap Core ETF ETF (the “Fund”), as established pursuant to a written instrument executed by the Trustees of the Trust. Series may be terminated, and additional series established, from time to time by action of the Trustees. The Trust, on behalf of the Fund, has selected you to act as the investment adviser of the Fund and to provide certain other services, as more fully set forth below, and you are willing to act as such investment adviser and to perform such services under the terms and conditions hereinafter set forth. Accordingly, the Trust agrees with you as follows:

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Investment Advisory Agreement For Subadviser (Harbor PanAgora Dynamic Large Cap Core ETF)
Investment Advisory Agreement • September 24th, 2024 • Harbor ETF Trust • New York

Harbor Capital Advisors, Inc. (the “Adviser”), a Delaware corporation, with its principal offices at 111 South Wacker Drive, Chicago, Illinois 60606, is the investment adviser to Harbor ETF Trust (the “Trust”) on behalf of Harbor PanAgora Dynamic Large Cap Core ETF (the “Fund”). The Trust has been organized as a statutory trust under the laws of the State of Delaware to engage in the business of an investment company. The Trust is an open-end, management investment company registered under the Investment Company Act of 1940, as amended (the “Investment Company Act”). The shares of beneficial interest of the Trust (the “Shares”) are divided into multiple series, including the Fund, as established pursuant to resolutions adopted by the Board of Trustees of the Trust (the “Board” or the “Trustees”). Pursuant to authority granted to the Adviser by the Trust’s Trustees, the Adviser has selected PanAgora Asset Management, Inc. (“you”, “your” or “yourself”) to act as a sub-investment adviser

AMENDMENT TO MASTER CUSTODIAN AGREEMENT
Master Custodian Agreement • September 24th, 2024 • Harbor ETF Trust • Massachusetts

This amendment (“Amendment”) to the Master Custodian Agreement (the “Agreement”) dated as of September 2, 2021 by and between Harbor ETF Trust (“Trust”) and State Street Bank and Trust Company (“State Street” or the “Custodian”) is entered into as of September 24, 2024 (the “Effective Date”).

FIFTEENTH AMENDMENT TO ETF DISTRIBUTION AGREEMENT
Etf Distribution Agreement • September 24th, 2024 • Harbor ETF Trust • Delaware

This fifteenth amendment (“Amendment”) to the ETF Distribution Agreement (the “Agreement”) dated as of September 30, 2021 by and between Harbor ETF Trust (“Trust”) and Foreside Fund Services, LLC (“Foreside”) is entered into as of September 24, 2024 (the “Effective Date”).

AMENDMENT TO TRANSFER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • September 24th, 2024 • Harbor ETF Trust • Massachusetts

This amendment (“Amendment”) to the Transfer Agency and Service Agreement (the “Agreement”) dated as of September 7, 2021 by and between Harbor ETF Trust (“Trust”) and State Street Bank and Trust Company (“State Street” or the “Transfer Agent”) is entered into as of September 24, 2024 (the “Effective Date”).

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