Common use of Your Compensation Clause in Contracts

Your Compensation. (a) Your concession, if any, on your sales of Portfolio shares will be as provided in the Prospectus or in the applicable schedule of concessions issued by us and in effect at the time of our sale to you. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of concessions, or issue a new schedule. (b) If a Portfolio has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a "Plan"), we may make distribution payments or service payments to you under the Plan. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company may make distribution payments or service payments to you from our own funds. Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and then in effect. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfolio's Plan remains in effect. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with us, you will identify the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Client. (d) After the effective date of any change in or discontinuance of any schedule of concessions, distribution payments, or service payments, or the termination of a Plan, any concessions, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concession, distribution payment, or service payment, you will remit such overpayment. (e) If any Portfolio shares sold to you by us under the terms of this Agreement are redeemed by the issuing Portfolio or tendered for redemption by the customer within seven (7) business days after the date of our confirmation of your original purchase order for such shares, you agree (i) to refund promptly to us the full amount of any concession, distribution payment, or service payment allowed or paid to you on such shares, and (ii) if not yet allowed or paid to you, to forfeit the right to receive any concession, distribution payment, or service payment allowable or payable to you on such shares. We will notify you of any such redemption within ten (10) days after the date of the redemption.

Appears in 95 contracts

Samples: Selling Dealer Agreement (Fidelity Advisor Series Vii), Selling Dealer Agreement (Fidelity Advisor Series Vi), Selling Dealer Agreement (Fidelity Advisor Series Iv)

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Your Compensation. (a) Your concessionfee, if any, on your for acting as agent with respect to sales of Portfolio shares will be as provided in the Prospectus or in the applicable schedule of concessions agency fees issued by us and in effect at the time of our sale to youthe sale. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of concessionsagency fees, or issue a new schedule. (b) If a Portfolio has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a "Plan"), we may make distribution payments or service payments to you under the Plan. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company may make distribution payments or service payments to you from our own funds. Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and then in effect. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfolio's Plan remains in effect. . (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with us, you will identify the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Client. (d) After the effective date of any change in or discontinuance of any schedule of concessionsagency fees, distribution payments, or service payments, or the termination of a Plan, any concessionsagency fees, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concessionagency fee, distribution payment, or service payment, you will remit such overpayment. (e) If any Portfolio shares sold to you by us under the terms of this Agreement are redeemed by the issuing Portfolio or tendered for redemption by the customer within seven (7) business days after the date of our confirmation of your original purchase order for such shares, you agree (i) to refund promptly to us the full amount of any concession, distribution payment, or service payment allowed or paid to you on such shares, and (ii) if not yet allowed or paid to you, to forfeit the right to receive any concession, distribution payment, or service payment allowable or payable to you on such shares. We will notify you of any such redemption within ten (10) days after the date of the redemption.

Appears in 79 contracts

Samples: Bank Agency Agreement (Fidelity Advisor Series Ii), Bank Agency Agreement (Fidelity Money Market Trust), Bank Agency Agreement (Fidelity Advisor Series Iii)

Your Compensation. (a) Your concession, if any, on your sales of Portfolio shares will be as provided in the Prospectus or in the applicable schedule of concessions issued by us and in effect at the time of our sale to you. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of concessions, or issue a new schedule. (b) If a Portfolio has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a "Plan"), we may make distribution payments or service payments to you under the Plan. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company may make distribution payments or service payments to you from our own funds. Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and then in effect. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfolio's Plan remains in effect. . (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with us, you will identify the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Client. (d) After the effective date of any change in or discontinuance of any schedule of concessions, distribution payments, or service payments, or the termination of a Plan, any concessions, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concession, distribution payment, or service payment, you will remit such overpayment. (e) If any Portfolio shares sold to you by us under the terms of this Agreement are redeemed by the issuing Portfolio or tendered for redemption by the customer within seven (7) business days after the date of our confirmation of your original purchase order for such shares, you agree (i) to refund promptly to us the full amount of any concession, distribution payment, or service payment allowed or paid to you on such shares, and (ii) if not yet allowed or paid to you, to forfeit the right to receive any concession, distribution payment, or service payment allowable or payable to you on such shares. We will notify you of any such redemption within ten (10) days after the date of the redemption.

Appears in 65 contracts

Samples: Selling Dealer Agreement (Fidelity Municipal Trust), Selling Dealer Agreement (Fidelity Advisor Series Iv), Selling Dealer Agreement (Fidelity Hastings Street Trust)

Your Compensation. (a) Your concession, if any, on your sales of Portfolio shares will be as provided in the Prospectus or in the applicable schedule of concessions issued by us and in effect at the time of our sale to you. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of concessions, or issue a new schedule. (b) If a Portfolio has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a "Plan"), we may make distribution payments or service payments to you under the Plan. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company may make distribution payments or service payments to you from our own funds. . 1) Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and then in effect. 2) Any service payments made to you by the Portfolios are made in consideration for personal services and/or account maintenance services provided by you to shareholders of the applicable Portfolio, and you hereby represent by your acceptance of such payments that you are providing such services. Your provision of these services is not on behalf of the Portfolios or us, and you agree that we are not responsible for the manner of your performance of or for any of your acts or omissions in connection with such services. 3) By accepting any such distribution or service payments from us, you hereby represent that your receipt of such payment will comply with all applicable laws and regulations, or order of any court, governmental or regulatory body and that you will provide to your clients disclosure of all appropriate facts relating to such payments in compliance with all such laws, regulations and orders. 4) By accepting any such distribution or service payments from us, you also acknowledge that Fidelity does not direct and will not be expected to direct portfolio securities transactions for the Portfolios, or any remuneration described in Rule 12b-1(h) under the Investment Company Act of 1940, to you in consideration of your promotion or sale of shares of the Portfolios. 5) Upon written notice to you, we or any Portfolio may change or discontinue any schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfolio's Plan remains in effect. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with us, you will identify the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Client. (d) After the effective date of any change in or discontinuance of any schedule of concessions, distribution payments, or service payments, or the termination of a Plan, any concessions, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concession, distribution payment, or service payment, you will remit such overpayment. (ed) If any Portfolio shares sold to you by us under the terms of this Agreement are redeemed by the issuing Portfolio or tendered for redemption by the customer within seven (7) business days after the date of our confirmation of your original purchase order for such shares, you agree agree (i) to refund promptly to us the full amount of any concession, distribution payment, or service payment allowed or paid to you on such shares, and (ii) if not yet allowed or paid to you, to forfeit the right to receive any concession, distribution payment, or service payment allowable or payable to you on such shares. We will notify you of any such redemption within ten (10) days after the date of the redemption.

Appears in 28 contracts

Samples: Selling Dealer Agreement (Fidelity Commonwealth Trust), Selling Dealer Agreement (Fidelity Summer Street Trust), Selling Dealer Agreement (Fidelity California Municipal Trust)

Your Compensation. (a) Your concession, if any, on your sales of Portfolio shares will be as provided in the Prospectus or in the applicable schedule of concessions issued by us and in effect at the time of our sale to you. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of concessions, or issue a new schedule. (b) If a Portfolio has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a "Plan"), we may make distribution payments or service payments to you under the Plan. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company may make distribution payments or service payments to you from our own funds. . 1) Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and then in effect. 2) Any service payments made to you by the Portfolios are made in consideration for personal services and/or account maintenance services provided by you to shareholders of the applicable Portfolio, and you hereby represent by your acceptance of such payments that you are providing such services. Your provision of these services is not on behalf of the Portfolios or us, and you agree that we are not responsible for the manner of your performance of or for any of your acts or omissions in connection with such services. 3) By accepting any such distribution or service payments from us, you hereby represent that your receipt of such payment will comply with all applicable laws and regulations, or order of any court, governmental or regulatory body and that you will provide to your clients disclosure of all appropriate facts relating to such payments in compliance with all such laws, regulations and orders. 4) By accepting any such distribution or service payments from us, you also acknowledge that Fidelity does not direct and will not be expected to direct portfolio securities transactions for the Portfolios, or any remuneration described in Rule 12b-1(h) under the Investment Company Act of 1940, to you in consideration of your promotion or sale of shares of the Portfolios. 5) Upon written notice to you, we or any Portfolio may change or discontinue any schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfolio's Plan remains in effect. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with us, you will identify the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Client. (d) After the effective date of any change in or discontinuance of any schedule of concessions, distribution payments, or service payments, or the termination of a Plan, any concessions, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concession, distribution payment, or service payment, you will remit such overpayment. (e) If any Portfolio shares sold to you by us under the terms of this Agreement are redeemed by the issuing Portfolio or tendered for redemption by the customer within seven (7) business days after the date of our confirmation of your original purchase order for such shares, you agree agree (i) to refund promptly to us the full amount of any concession, distribution payment, or service payment allowed or paid to you on such shares, and (ii) if not yet allowed or paid to you, to forfeit the right to receive any concession, distribution payment, or service payment allowable or payable to you on such shares. We will notify you of any such redemption within ten (10) days after the date of the redemption.

Appears in 27 contracts

Samples: Selling Dealer Agreement (Fidelity Hereford Street Trust), Selling Dealer Agreement (Fidelity Commonwealth Trust), Selling Dealer Agreement (Fidelity Summer Street Trust)

Your Compensation. (a) Your concessionfee, if any, on your for acting as agent with respect to sales of Portfolio shares will be as provided in the Prospectus or in the applicable schedule of concessions agency fees issued by us and in effect at the time of our sale to youthe sale. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of concessionsagency fees, or issue a new schedule. (b) If a Portfolio has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a "Plan"), we may make distribution payments or service payments to you under the Plan. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company may make distribution payments or service payments to you from our own funds. . 1) Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and then in effect. 2) Any service payments made to you by the Portfolios are made in consideration for personal services and/or account maintenance services provided by you to shareholders of the applicable Portfolio, and you hereby represent by your acceptance of such payments that you are providing such services. Your provision of these services is not on behalf of the Portfolios or us, and you agree that we are not responsible for the manner of your performance of or for any of your acts or omissions in connection with such services. 3) By accepting any such distribution or service payments from us, you hereby represent that your receipt of such payment will comply with all applicable laws and regulations, or order of any court, governmental or regulatory body and that you will provide to your clients disclosure of all appropriate facts relating to such payments in compliance with all such laws, regulations and orders. 4) By accepting any such distribution or service payments from us, you also acknowledge that Fidelity does not direct and will not be expected to direct portfolio securities transactions for the Portfolios, or any remuneration described in Rule 12b-1(h) under the Investment Company Act of 1940, to you in consideration of your promotion or sale of shares of the Portfolios. 5) Upon written notice to you, we or any Portfolio may change or discontinue any schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfolio's Plan remains in effect. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with us, you will identify the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Client. (d) After the effective date of any change in or discontinuance of any schedule of concessionsagency fees, distribution payments, or service payments, or the termination of a Plan, any concessionsagency fees, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concessionagency fee, distribution payment, or service payment, you will remit such overpayment. (ed) If any Portfolio If, within seven (7) business days after our confirmation of the original purchase order for shares sold to you by us under the terms of this Agreement a Portfolio, such shares are redeemed by the issuing Portfolio or tendered for redemption by the customer within seven (7) business days after the date of our confirmation of your original purchase order for such sharescustomer, you agree agree (i) to refund promptly to us the full amount of any concessionagency fee, distribution payment, or service payment allowed or paid to you on such shares, and (ii) if not yet allowed or paid to you, to forfeit the right to receive any concessionagency fee, distribution payment, or service payment allowable or payable to you on such shares. We will notify you of any such redemption within ten (10) days after the date of the redemption. (e) In the event that you are acting in a fiduciary capacity on behalf of any of your customers to whom you are making available shares of the Portfolios, you represent that you have reviewed with competent legal counsel the receipt of compensation hereunder and that you have been advised by such counsel that receipt of such compensation by you is permissible under applicable law.

Appears in 26 contracts

Samples: Bank Agency Agreement (Fidelity Commonwealth Trust), Bank Agency Agreement (Fidelity Summer Street Trust), Bank Agency Agreement (Fidelity Advisor Series Ii)

Your Compensation. (a) Your concessionfee, if any, on your for acting as agent with respect to sales of Portfolio shares will be as provided in the Prospectus or in the applicable schedule of concessions agency fees issued by us and in effect at the time of our sale to youthe sale. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of concessionsagency fees, or issue a new schedule. (b) If a Portfolio has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a "Plan"), we may make distribution payments or service payments to you under the Plan. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company may make distribution payments or service payments to you from our own funds. Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and then in effect. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfolio's Plan remains in effect. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with us, you will identify the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Client. (d) After the effective date of any change in or discontinuance of any schedule of concessionsagency fees, distribution payments, or service payments, or the termination of a Plan, any concessionsagency fees, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concessionagency fee, distribution payment, or service payment, you will remit such overpayment. (ed) If any Portfolio If, within seven (7) business days after our confirmation of the original purchase order for shares sold to you by us under the terms of this Agreement a Portfolio, such shares are redeemed by the issuing Portfolio or tendered for redemption by the customer within seven (7) business days after the date of our confirmation of your original purchase order for such sharescustomer, you agree (i) to refund promptly to us the full amount of any concessionagency fee, distribution payment, or service payment allowed or paid to you on such shares, and (ii) if not yet allowed or paid to you, to forfeit the right to receive any concessionagency fee, distribution payment, or service payment allowable or payable to you on such shares. We will notify you of any such redemption within ten (10) days after the date of the redemption.

Appears in 21 contracts

Samples: Bank Agency Agreement (Fidelity Advisor Series Iv), Bank Agency Agreement (Fidelity Contrafund), Bank Agency Agreement (Fidelity Contrafund)

Your Compensation. (a) Your concessionfee, if any, on your for acting as agent with respect to sales of Portfolio shares will be as provided in the Prospectus or in the applicable schedule of concessions agency fees issued by us and in effect at the time of our sale to youthe sale. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of concessionsagency fees, or issue a new schedule. (b) If a Portfolio has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a "Plan"), we may make distribution payments or service payments to you under the Plan. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company may make distribution payments or service payments to you from our own funds. Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and then in effect. Any service payments made to you by the Portfolios are made in consideration for personal services and/or account maintenance services provided by you to shareholders of the applicable Portfolio, and you hereby represent by your acceptance of such payments that you are providing such services. Your provision of these services is not on behalf of the Portfolios or us, and you agree that we are not responsible for the manner of your performance of or for any of your acts or omissions in connection with such services. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfolio's Plan remains in effect. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with us, you will identify the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Client. (d) After the effective date of any change in or discontinuance of any schedule of concessionsagency fees, distribution payments, or service payments, or the termination of a Plan, any concessionsagency fees, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concessionagency fee, distribution payment, or service payment, you will remit such overpayment. (ed) If any Portfolio If, within seven (7) business days after our confirmation of the original purchase order for shares sold to you by us under the terms of this Agreement a Portfolio, such shares are redeemed by the issuing Portfolio or tendered for redemption by the customer within seven (7) business days after the date of our confirmation of your original purchase order for such sharescustomer, you agree agree (i) to refund promptly to us the full amount of any concessionagency fee, distribution payment, or service payment allowed or paid to you on such shares, and (ii) if not yet allowed or paid to you, to forfeit the right to receive any concessionagency fee, distribution payment, or service payment allowable or payable to you on such shares. We will notify you of any such redemption within ten (10) days after the date of the redemption. (e) In the event that you are acting in a fiduciary capacity on behalf of any of your customers to whom you are making available shares of the Portfolios, you represent that you have reviewed with competent legal counsel the receipt of compensation hereunder and that you have been advised by such counsel that receipt of such compensation by you is permissible under applicable law.

Appears in 21 contracts

Samples: Bank Agency Agreement (Fidelity Securities Fund), Bank Agency Agreement (Fidelity Destiny Portfolios), Bank Agency Agreement (Fidelity Municipal Trust)

Your Compensation. (a) Your concession, if any, on your sales of Portfolio shares will be as provided in the Prospectus or in the applicable schedule of concessions issued by us and in effect at the time of our sale to you. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of concessions, or issue a new schedule. (b) If a Portfolio has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a "Plan"), we may make distribution payments or service payments to you under the Plan. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company may make distribution payments or service payments to you from our own funds. Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and then in effect. Any service payments made to you by the Portfolios are made in consideration for personal services and/or account maintenance services provided by you to shareholders of the applicable Portfolio, and you hereby represent by your acceptance of such payments that you are providing such services. Your provision of these services is not on behalf of the Portfolios or us, and you agree that we are not responsible for the manner of your performance of or for any of your acts or omissions in connection with such services. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfolio's Plan remains in effect. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with us, you will identify the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Client. (d) After the effective date of any change in or discontinuance of any schedule of concessions, distribution payments, or service payments, or the termination of a Plan, any concessions, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concession, distribution payment, or service payment, you will remit such overpayment. (e) If any Portfolio shares sold to you by us under the terms of this Agreement are redeemed by the issuing Portfolio or tendered for redemption by the customer within seven (7) business days after the date of our confirmation of your original purchase order for such shares, you agree agree (i) to refund promptly to us the full amount of any concession, distribution payment, or service payment allowed or paid to you on such shares, and (ii) if not yet allowed or paid to you, to forfeit the right to receive any concession, distribution payment, or service payment allowable or payable to you on such shares. We will notify you of any such redemption within ten (10) days after the date of the redemption.

Appears in 20 contracts

Samples: Selling Dealer Agreement (Fidelity Fixed Income Trust), Selling Dealer Agreement (Fidelity Advisor Series Ii), Selling Dealer Agreement (Fidelity California Municipal Trust)

Your Compensation. (a) Your concession, if any, on your sales of Portfolio shares will be as provided in the Prospectus or in the applicable schedule of concessions issued by us and in effect at the time of our sale to you. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of concessions, or issue a new schedule. (b) If a Portfolio has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a "Plan"), we may make distribution payments or service payments to you under the Plan. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company may make distribution payments or service payments to you from our own funds. Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and then in effect. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfolio's Plan remains in effect. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with us, you will identify the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Client. (d) After the effective date of any change in or discontinuance of any schedule of concessions, distribution payments, or service payments, or the termination of a Plan, any concessions, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concession, distribution payment, or service payment, you will remit such overpayment. (ed) If any Portfolio shares sold to you by us under the terms of this Agreement are redeemed by the issuing Portfolio or tendered for redemption by the customer within seven (7) business days after the date of our confirmation of your original purchase order for such shares, you agree (i) to refund promptly to us the full amount of any concession, distribution payment, or service payment allowed or paid to you on such shares, and (ii) if not yet allowed or paid to you, to forfeit the right to receive any concession, distribution payment, or service payment allowable or payable to you on such shares. We will notify you of any such redemption within ten (10) days after the date of the redemption.

Appears in 9 contracts

Samples: Selling Dealer Agreement (Fidelity Money Market Trust), Selling Dealer Agreement (Fidelity Advisor Series Iv), Selling Dealer Agreement (Fidelity Advisor Series Iv)

Your Compensation. (a) Your concession, if any, on your sales of Portfolio shares will be as provided in the Prospectus or in the applicable schedule of concessions issued by us and in effect at the time of our sale to you. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of concessions, or issue a new schedule. (b) If a Portfolio has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a "Plan"), we may make distribution payments or service payments to you under the Plan. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company may make distribution payments or service payments to you from our own funds. Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and then in effect. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfolio's Plan remains in effect. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with us, you will identify the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Client. (d) After the effective date of any change in or discontinuance of any schedule of concessions, distribution payments, or service payments, or the termination of a Plan, any concessions, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concession, distribution payment, or service payment, you will remit such overpayment. (e) If any Portfolio shares sold to you by us under the terms of this Agreement are redeemed by the issuing Portfolio or tendered for redemption by the customer within seven (7) business days after the date of our confirmation of your original purchase order for such shares, you agree agree (i) to refund promptly to us the full amount of any concession, distribution payment, or service payment allowed or paid to you on such shares, and (ii) if not yet allowed or paid to you, to forfeit the right to receive any concession, distribution payment, or service payment allowable or payable to you on such shares. We will notify you of any such redemption within ten (10) days after the date of the redemption.

Appears in 7 contracts

Samples: Selling Dealer Agreement (Fidelity Select Portfolios), Selling Dealer Agreement (Fidelity Select Portfolios), Selling Dealer Agreement (Fidelity Securities Fund)

Your Compensation. (a) Your concessionfee, if any, on your for acting as agent with respect to sales of Portfolio shares will be as provided in the Prospectus or in the applicable schedule of concessions agency fees issued by us and in effect at the time of our sale to youthe sale. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of concessionsagency fees, or issue a new schedule. (b) If a Portfolio has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a "Plan"), we may make distribution payments or service payments to you under the Plan. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company may make distribution payments or service payments to you from our own funds. Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and then in effect. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfolio's Plan remains in effect. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with us, you will identify the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Client. (d) After the effective date of any change in or discontinuance of any schedule of concessionsagency fees, distribution payments, or service payments, or the termination of a Plan, any concessionsagency fees, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concessionagency fee, distribution payment, or service payment, you will remit such overpayment. (ed) If any Portfolio If, within seven (7) business days after our confirmation of the original purchase order for shares sold to you by us under the terms of this Agreement a Portfolio, such shares are redeemed by the issuing Portfolio or tendered for redemption by the customer within seven (7) business days after the date of our confirmation of your original purchase order for such sharescustomer, you agree agree (i) to refund promptly to us the full amount of any concessionagency fee, distribution payment, or service payment allowed or paid to you on such shares, and (ii) if not yet allowed or paid to you, to forfeit the right to receive any concessionagency fee, distribution payment, or service payment allowable or payable to you on such shares. We will notify you of any such redemption within ten (10) days after the date of the redemption.

Appears in 6 contracts

Samples: Bank Agency Agreement (Fidelity Advisor Series Iv), Bank Agency Agreement (Fidelity Select Portfolios), Bank Agency Agreement (Fidelity Beacon Street Trust)

Your Compensation. (a) Your concession, if any, on your sales of Portfolio shares will be as provided in the Prospectus or in the applicable schedule of concessions issued by us and in effect at the time of our sale to you. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of concessions, or issue a new schedule. (b) If a Portfolio has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a "Plan"), we may make distribution payments or service payments to you under the Plan. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company may make distribution payments or service payments to you from our own funds. Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and then in effect. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfolio's Plan remains in effect. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with us, you will identify the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Client. (d) After the effective date of any change in or discontinuance of any schedule of concessions, distribution payments, or service payments, or the termination of a Plan, any concessions, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concession, distribution payment, or service payment, you will remit such overpayment. (ed) If any Portfolio shares sold to you by us under the terms of this Agreement are redeemed by the issuing Portfolio or tendered for redemption by the customer within seven (7) business days after the date of our confirmation of your original purchase order for such shares, you agree agree (i) to refund promptly to us the full amount of any concession, distribution payment, or service payment allowed or paid to you on such shares, and (ii) if not yet allowed or paid to you, to forfeit the right to receive any concession, distribution payment, or service payment allowable or payable to you on such shares. We will notify you of any such redemption within ten (10) days after the date of the redemption.

Appears in 5 contracts

Samples: Selling Dealer Agreement (Fidelity Advisor Series Iv), Selling Dealer Agreement (Fidelity Securities Fund), Selling Dealer Agreement (Fidelity Securities Fund)

Your Compensation. (a) Your concession, if any, on your sales sale of Portfolio shares Shares will be as provided in the Prospectus or in the applicable schedule of concessions (“Schedule”) issued by us and in effect at the time of our sale to youthe sale. Upon written notice to youyou or by amendment or supplement to a Prospectus, we or any Portfolio Fund may change or discontinue any schedule of concessionsSchedule, or issue a new scheduleSchedule. (b) If a Portfolio Fund has adopted a plan pursuant to Rule 12b-1 (a “Plan”) under the Investment Company Act of 1940, as amended (the “1940 (a "Plan"Act”), we may make distribution payments or and/or service payments to you under the Plan. If a Portfolio does not have a currently effective PlanPlans are subject to termination or discontinuation at any time. Thus, we or Fidelity Management & Research Company may our duty to make distribution payments or service such payments to you from is subject to the continuation of the Plans and our own fundsreceipt of Plan payments. Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and Schedule then in effect. Upon written notice to youWe or Lord, we or any Portfolio Xxxxxx & Co. LLC, at our respective option, may change or discontinue any schedule of make distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or and/or service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfolio's Plan remains in effectyou from our resources. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with Where payment is due from us, you we will identify send payments to your address as it appears on our records. You must notify us in writing of address changes and promptly negotiate any checks. Any check that remains outstanding for six (6) months shall be void and the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Clientobligation represented thereby shall be extinguished. (d) After the effective date of any change in or discontinuance of any schedule of concessions, distribution payments, or service payments, or the termination of a Plan, any concessions, concessions or distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, discontinuance or termination. You agree that you will have no claim against us If we overpay any concession or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concession, distribution payment, or service payment, you will remit such overpaymentoverpayment promptly. (e) If any Portfolio shares Shares sold to you by us under the terms of this Agreement are redeemed by the issuing Portfolio or tendered for redemption by the a customer within seven (7) business days after the date of our confirmation of your the original purchase order for such shares, you agree will (i) to refund promptly to us the full amount of any concession, concession and distribution payment, or service payment allowed or paid to you on such shares, and (ii) if not yet allowed or paid to you, to forfeit the right to receive any concession, distribution payment, concession or service payment allowable or payable to you on such shares. We . (f) You will notify you us of any such redemption reclaim of concession within ten thirty (1030) calendar days after of the date on which you placed the order in Shares. In addition, upon request, you will provide us with such back-up and/or other documentary evidence as we determine in our sole discretion to be appropriate in connection with any reclaim of the redemptionconcession you present to us.

Appears in 3 contracts

Samples: Selling Dealer Agreement (Lord Abbett Municipal Opportunities Fund), Selling Dealer Agreement (Lord Abbett Floating Rate High Income Fund), Selling Dealer Agreement (Lord Abbett Credit Opportunities Fund)

Your Compensation. (a) Your concession, if any, on your sales of Portfolio Fund shares will be as provided in the Prospectus or in the applicable schedule of concessions issued by us and in effect at the time of our sale to you. Upon written notice to you, we we, or any Portfolio Fund, may change or discontinue any schedule of concessions, or issue a new schedule. (b) If In the case of a Portfolio Fund or class thereof which has adopted a plan Plan of Distribution (a "Plan") pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a the "Plan1940 Act"), we may elect from time to time to make distribution payments or service payments to you as provided under the such Plan. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company may make distribution Any such payments or service payments to you from our own funds. Any distribution payments or service payments will shall be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or and service payments issued by us and then in effecteffect or as set forth in the Prospectus. Upon written notice to you, we or any Portfolio may change or discontinue any Such schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or and service payments will may be discontinued or changed by us from time to time and shall be in effect with respect to a Portfolio that Fund which has a Plan only so long as that Portfoliosuch Fund's Plan remains in effect. In the case of a Fund or class thereof that has no currently effective Plan, we may, to the extent permitted by applicable law, elect to make payments to you from our own funds. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares In the event that Rule 2830 of the National Association of Securities Dealers (the "Fidelity Funds" NASD") Conduct Rules precludes any Fund or class thereof from imposing, or us from receiving, a sales charge (as designated on Schedule A attached to this Agreementdefined in that Rule) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any portion thereof, then you shall not be entitled to any payments from us hereunder from the date that the Fund or class thereof discontinues or is required to discontinue imposition of your clients, other than Bank Clientssome or all of its sales charges. When you place an order in shares If the Fund or class thereof resumes imposition of the Fidelity Funds with ussome or all of its sales charge, you will identify be entitled to payments hereunder on the Bank on behalf of whose Clients you are placing same terms as the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank ClientFund extends to us. (d) After the effective date of any change in or discontinuance of any schedule of concessions, distribution payments, or service payments, or the termination of a Plan, any concessions, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio Fund by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concession, distribution payment, or service payment, you will remit such overpayment. (e) If any Portfolio shares sold to you by us under the terms of this Agreement are redeemed by the issuing Portfolio or tendered for redemption by the customer If, within seven (7) business days after the date of our confirmation by us of your original purchase order for shares of a Fund, such sharesshares are repurchased by the issuing Fund or by us for the account of such Fund or are tendered for redemption by the customer, you agree (i) to shall forthwith refund promptly to us the full discount retained by you on the original sale and any distribution and service payments made to you. You shall refund to the Fund immediately upon receipt the amount of any concession, distribution payment, dividends or service payment allowed or distributions paid to you on as nominee for your customers with respect to redeemed or repurchased Fund shares to the extent that the proceeds of such shares, and (ii) if not yet allowed redemption or paid to you, to forfeit repurchase may include the right to receive any concession, distribution payment, dividends or service payment allowable or distributions payable to you on such shares. We will notify you You shall be notified by us of any such repurchase or redemption within ten (10) days after of such repurchase or redemption. Delivery to the date of Funds' transfer agent is delivery to the redemptionFund.

Appears in 2 contracts

Samples: Selling Agreement (Williams Capital Management Trust), Selling Agreement (Williams Capital Management Trust)

Your Compensation. (a) Your concession, if any, on your sales of Portfolio Fund shares will be as provided in the Prospectus or in the applicable schedule of concessions issued by us and in effect at the time of our sale to you. Upon written notice to you, we we, or any Portfolio Fund, may change or discontinue any schedule of concessions, or issue a new schedule. (b) If In the case of a Portfolio Fund or class thereof which has adopted a plan Distribution and Service Plan (a "Plan") pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a the "Plan1940 Act"), we may elect from time to time to make distribution payments or service payments to you as provided under the such Plan. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company may make distribution Any such payments or service payments to you from our own funds. Any distribution payments or service payments will shall be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or and service payments issued by us and then in effecteffect or as set forth in the Prospectus. Upon written notice to you, we or any Portfolio may change or discontinue any Such schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or and service payments will may be discontinued or changed by us from time to time and shall be in effect with respect to a Portfolio that Fund which has a Plan only so long as that Portfoliosuch Fund's Plan remains in effect. In the case of a Fund or class thereof that has no currently effective Plan, we may, to the extent permitted by applicable law, elect to make payments to you from our own funds. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares In the event that Rule 2830 of the National Association of Securities Dealers (the "Fidelity Funds" NASD") Conduct Rules precludes any Fund or class thereof from imposing, or us from receiving, a sales charge (as designated on Schedule A attached to this Agreementdefined in that Rule) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any portion thereof, then you shall not be entitled to any payments from us hereunder from the date that the Fund or class thereof discontinues or is required to discontinue imposition of your clients, other than Bank Clientssome or all of its sales charges. When you place an order in shares If the Fund or class thereof resumes imposition of the Fidelity Funds with ussome or all of its sales charge, you will identify be entitled to payments hereunder on the Bank on behalf of whose Clients you are placing same terms as the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank ClientFund extends to us. (d) After the effective date of any change in or discontinuance of any schedule of concessions, distribution payments, or service payments, or the termination of a Plan, any concessions, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio Fund by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concession, distribution payment, or service payment, you will remit such overpayment. (e) If any Portfolio shares sold to you by us under the terms of this Agreement are redeemed by the issuing Portfolio or tendered for redemption by the customer If, within seven (7) business days after the date of our confirmation by us of your original purchase order for shares of a Fund, such sharesshares are repurchased by the issuing Fund or by us for the account of such Fund or are tendered for redemption by the customer, you agree (i) to shall forthwith refund promptly to us the full discount retained by you on the original sale and any distribution and service payments made to you. You shall refund to the Fund immediately upon receipt the amount of any concession, distribution payment, dividends or service payment allowed or distributions paid to you on as nominee for your customers with respect to redeemed or repurchased Fund shares to the extent that the proceeds of such shares, and (ii) if not yet allowed redemption or paid to you, to forfeit repurchase may include the right to receive any concession, distribution payment, dividends or service payment allowable or distributions payable to you on such shares. We will notify you You shall be notified by us of any such repurchase or redemption within ten (10) days after of such repurchase or redemption. Delivery to the date of Funds' transfer agent is delivery to the redemptionFund.

Appears in 2 contracts

Samples: Selling Dealer Agreement (Financial Investors Trust), Selling Agreement (Accessor Funds Inc)

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Your Compensation. (a) Your concession, if any, on your sales of Portfolio shares will be as provided in the Prospectus or in the applicable schedule of concessions issued by us and in effect at the time of our sale to you. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of concessions, or issue a new schedule. (b) If a Portfolio has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a "Plan"), we may make distribution payments or service payments to you under the Plan. Such payments shall be made or caused to be made at our direction. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company may make distribution payments or service payments to you from our own funds. . 1) Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and then in effect. 2) Any service payments made to you by the Portfolios are made in consideration for personal services and/or account maintenance services provided by you to shareholders of the applicable Portfolio, and you hereby represent by your acceptance of such payments that you are providing such services. Your provision of these services is not on behalf of the Portfolios or us, and you agree that we are not responsible for the manner of your performance of or for any of your acts or omissions in connection with such services. 3) By accepting any such distribution or service payments from us, you hereby represent that your receipt of such payment will comply with all applicable laws and regulations, or order of any court, governmental or regulatory body, and that you will provide to your clients disclosure of all appropriate facts relating to such payments in compliance with all such laws, regulations and orders. 4) By accepting any such distribution or service payments from us, you also acknowledge that Fidelity does not direct and will not be expected to direct portfolio securities transactions for the Portfolios, or any remuneration described in Rule 12b-1(h) under the Investment Company Act of 1940, to you in consideration of your promotion or sale of shares of the Portfolios. We acknowledge that the Portfolios have implemented and the Board of Directors has approved policies and procedures reasonably designed to comply with Rule 12b-1(h). 5) Upon written notice to you, we or any Portfolio may change or discontinue any schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfolio's ’s Plan remains in effect. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with us, you will identify the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Client. (d) After the effective date of any change in or discontinuance of any schedule of concessions, distribution payments, or service payments, or the termination of a Plan, any concessions, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concession, distribution payment, or service payment, you will remit such overpayment. (d) You understand and agree that to the extent FDC or its affiliates provides distribution and/or service payments, including marketing or promotional support, or other payments to your firm other than compensation paid in the regular course of business as further described in fund prospectuses, such payments shall be deemed by FDC and its affiliates to be non-reportable for purposes of the Labor-Management Reporting and Disclosure Act and the Form LM-10 requirements. These payments are provided to your firm in return for your provision of certain distribution and service-related activities. As such, the payments shall not be considered reimbursements of the type that would trigger an LM-10 reporting obligation pursuant to the Department of Labor’s guidance. Should your firm use funds provided by FDC or its affiliates to make expenditures that could trigger an LM-10 reporting obligation, any such obligation shall be the sole responsibility of your firm. If, however, your firm at the time it requests distribution and/or service payments, or other similar payments for the specific purpose of making expenditures that could trigger an LM-10 reporting obligation, your firm must notify FDC or its affiliate at the time of the request. Your firm also agrees to provide to FDC or its affiliates any and all information required to report such payment(s) in accordance with then current Form LM-10 requirements. FDC and its affiliates reserve the right to decline your firm’s request for distribution or service payments, and other similar payments that could trigger an LM-10 reporting obligation for FDC or its affiliates. (e) If any Portfolio Notwithstanding anything to the contrary in this Agreement, with respect to all transactions where you are provided the opportunity to purchase and redeem shares sold to you by us under of classes of the terms of this Agreement are redeemed by the issuing Portfolio or tendered for redemption by the customer within seven (7) business days after the date of our confirmation of your original purchase order for such shares, you agree Portfolios which (i) to refund promptly to us the full amount of any concessionhave no front-end load, deferred sales charge or other asset based free for sales and distribution payment, or service payment allowed or paid to you on such shares, and (ii) if where you are not yet allowed or paid to you, to forfeit the right to receive any concession, distribution payment, or service payment allowable or payable to you on such shares. We will notify you in receipt of any distribution-related payment with respect to transactions in such redemption within ten shares (10“Clean Shares”) days after the date and you elect to charge your customer a commission for effecting such transactions in Clean Shares: (1) You (i) shall act on an agency basis on behalf of your customers, (ii) shall not act (A) as principal for your own account or (B) as a “dealer”, “underwriter” or “principal underwriter” (as such terms are defined for purposes of the redemptionInvestment Company Act of 1940, as amended) and (iii) shall not undertake or perform any acts or functions that would cause you to be such a dealer, underwriter or principal underwriter; (2) The nature and amount of the commission you may charge your customers, and the times at which the commissions are collected, will be determined by you consistent with the Intermediary’s obligation under applicable law, including but not limited to applicable rules of the Financial Industry Regulatory Authority and the United States Department of Labor. (3) You shall make such disclosures as are required by applicable law regarding the commission you charge and the capacity in which you act with respect to such transactions; (4) You shall not be in receipt of any form of distribution-related payment; and (5) Purchases and redemptions will be made at the net asset value established by the relevant Portfolio (before imposition of any commission).

Appears in 1 contract

Samples: Selling Agreement (Fidelity Summer Street Trust)

Your Compensation. (a) Your concession, if any, on your sales of Portfolio shares will be as provided in in. the Prospectus or in the applicable schedule of concessions issued by us and in effect at the time of our sale to you. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of concessions, or issue a new schedule. (b) If a Portfolio has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a "Plan"), we may make distribution payments or service payments to you under the Plan. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company may make distribution payments or service payments to you from our own funds. Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and then in effect. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfolio's ’s Plan remains in effect. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with us, you will identify the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Client. (d) After the effective date of any change in or discontinuance of any schedule of concessions, distribution payments, or service payments, or the termination of a Plan, any concessions, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concession, distribution payment, or service payment, you will remit such overpayment. (ed) If any Portfolio shares sold to you by us under the terms of this Agreement are redeemed by the issuing Portfolio or tendered for redemption by the customer within seven (7) business days after the date of our confirmation of your original purchase order for such sharestyres, you agree agree (i) to refund promptly to us the full amount of any concession, distribution payment, or service payment allowed or paid to you on such shares, and (ii) if not yet allowed or paid to you, to forfeit the right to receive any concession, distribution payment, or service payment allowable or payable to you on such shares. We will notify you of any such redemption within ten (10) days after the date of the redemption.

Appears in 1 contract

Samples: Selling Dealer Agreement (Nationwide Variable Account)

Your Compensation. (a) Your concession, if any, on your sales of Portfolio shares will be as provided in the Prospectus or in the applicable schedule of concessions issued by us and in effect at the time of our sale to you. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of concessions, or issue a new schedule. (b) If a Portfolio the Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a "Plan"), we may make distribution payments or service payments to you under the Plan. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company Aeltus Investment Management, Inc. may make distribution payments or service payments to you from our own funds. Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and then in effect. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfoliothe Fund's Plan remains in effect. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with us, you will identify the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Client. (d) After the effective date of any change in or discontinuance of any schedule of concessions, distribution payments, or service payments, or the termination of a Plan, any concessions, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concession, distribution payment, or service payment, you will remit such overpayment. (ed) If any Portfolio shares sold to you by us under the terms of this Agreement are redeemed by the issuing Portfolio or tendered for redemption by the customer within seven (7) business days after the date of our the confirmation of your original purchase order for such shares, you agree (i) to refund promptly to us the full amount of any concession, distribution payment, or service payment allowed or paid to you on such shares, and (ii) if not yet allowed or paid to you, to forfeit the right to receive any concession, distribution payment, or service payment allowable or payable to you on such shares. We will notify you of any such redemption within ten (10) days after the date of the redemption.

Appears in 1 contract

Samples: Master Selling Dealer Agreement (Aetna Series Fund Inc)

Your Compensation. (a) Your concession, if any, on your sales of Portfolio shares will be as provided in the Prospectus or in the applicable schedule of concessions issued by us and in effect at the time of our sale to you. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of concessions, or issue a new schedule. (b) If a Portfolio the Fund has adopted a distribution and/or shareholder services plan pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a "Plan"), we may make distribution payments or and/or service payments to you under the PlanPlan(s). If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company Aeltus Investment Management, Inc. may make distribution payments or service payments to you from our own funds. Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and then in effect. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or and service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfoliothe Fund's Plan remains in effect. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with us, you will identify the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Client. (d) After the effective date of any change in or discontinuance of any schedule of concessions, distribution payments, or service payments, or the termination of a Plan, any concessions, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concession, distribution payment, or service payment, you will remit such overpayment. (ed) If any Portfolio shares sold to you by us under the terms of this Agreement are redeemed by the issuing Portfolio or tendered for redemption by the customer within seven (7) business days after the date of our the confirmation of your original purchase order for such shares, you agree (i) to refund promptly to us the full amount of any concession, distribution payment, or service payment allowed or paid to you on such shares, and (ii) if not yet allowed or paid to you, to forfeit the right to receive any concession, distribution payment, or service payment allowable or payable to you on such shares. We will notify you of any such redemption within ten (10) days after the date of the redemption.

Appears in 1 contract

Samples: Master Selling Dealer Agreement (Aetna Series Fund Inc)

Your Compensation. (a) Your concession, if any, on your sales of Portfolio shares will be as provided in the Prospectus or in the applicable schedule of concessions issued by us and in effect at the time of our sale to you. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of concessions, or issue a new schedule. (b) If a Portfolio has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a "Plan"), we may make distribution payments or service payments to you under the Plan. Such payments shall be made or caused to be made at our direction. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company may make distribution payments or service payments to you from our own funds. . 1) Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and then in effect. 2) Any service payments made to you by the Portfolios are made in consideration for personal services and/or account maintenance services provided by you to shareholders of the applicable Portfolio, and you hereby represent by your acceptance of such payments that you are providing such services. Your provision of these services is not on behalf of the Portfolios or us, and you agree that we are not responsible for the manner of your performance of or for any of your acts or omissions in connection with such services. 3) By accepting any such distribution or service payments from us, you hereby represent that your receipt of such payment will comply with all applicable laws and regulations, or order of any court, governmental or regulatory body, and that you will provide to your clients disclosure of all appropriate facts relating to such payments in compliance with all such laws, regulations and orders. 4) By accepting any such distribution or service payments from us, you also acknowledge that Fidelity does not direct and will not be expected to direct portfolio securities transactions for the Portfolios, or any remuneration described in Rule 12b-1(h) under the Investment Company Act of 1940, to you in consideration of your promotion or sale of shares of the Portfolios. We acknowledge that the Portfolios have implemented and the Board of Directors has approved policies and procedures reasonably designed to comply with Rule 12b-1(h). 5) Upon written notice to you, we or any Portfolio may change or discontinue any schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfolio's Plan remains in effect. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with us, you will identify the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Client. (d) After the effective date of any change in or discontinuance of any schedule of concessions, distribution payments, or service payments, or the termination of a Plan, any concessions, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concession, distribution payment, or service payment, you will remit such overpayment. (ed) If You understand and agree that to the extent FDC or its affiliates provides distribution and/or service payments, including marketing or promotional support, or other payments to your firm other than compensation paid in the regular course of business as further described in fund prospectuses, such payments shall be deemed by FDC and its affiliates to be non-reportable for purposes of the Labor-Management Reporting and Disclosure Act and the Form LM-10 requirements. These payments are provided to your firm in return for your provision of certain distribution and service-related activities. As such, the payments shall not be considered reimbursements of the type that would trigger an LM-10 reporting obligation pursuant to the Department of Labor's guidance. Should your firm use funds provided by FDC or its affiliates to make expenditures that could trigger an LM-10 reporting obligation, any Portfolio shares sold to you by us under such obligation shall be the terms of this Agreement are redeemed by the issuing Portfolio or tendered for redemption by the customer within seven (7) business days after the date of our confirmation sole responsibility of your original purchase order for such sharesfirm. If, you agree (i) to refund promptly to us however, your firm at the full amount of any concession, time it requests distribution paymentand/or service payments, or service payment allowed other similar payments for the specific purpose of making expenditures that could trigger an LM-10 reporting obligation, your firm must notify FDC or paid its affiliate at the time of the request. Your firm also agrees to you on provide to FDC or its affiliates any and all information required to report such shares, payment(s) in accordance with then current Form LM-10 requirements. FDC and (ii) if not yet allowed or paid to you, to forfeit its affiliates reserve the right to receive any concession, decline your firm's request for distribution payment, or service payment allowable payments, and other similar payments that could trigger an LM-10 reporting obligation for FDC or payable to you on such shares. We will notify you of any such redemption within ten (10) days after the date of the redemptionits affiliates.

Appears in 1 contract

Samples: Selling Dealer Agreement (Fidelity Hereford Street Trust)

Your Compensation. (a) Your concession, if any, on your sales of Portfolio shares will be as provided in the Prospectus or in the applicable schedule of concessions issued by us and in effect at the time of our sale to you. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of concessions, or issue a new schedule. (b) If a Portfolio has adopted a plan pursuant to Rule 12b-1 12b-l under the Investment Company Act of 1940 (a "Plan"), we may make distribution payments or service payments to you under the Plan. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company Rimrock Capital Management, LLC (“Rimrock”) may make distribution payments or service payments to you from our own funds. . 1) Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and then in effect. 2) Any service payments made to you by the Portfolios are made in consideration for personal services and/or account maintenance services provided by you to shareholders of the applicable Portfolio, and you hereby represent by your acceptance of such payments that you are providing such services. Your provision of these services is not on behalf of the Portfolios or us, and you agree that we are not responsible for the manner of your performance of or for any of your acts or omissions in connection with such services. 3) By accepting any such distribution or service payments from us, you hereby represent that your receipt of such payment will comply with all applicable laws and regulations, or order of any court, governmental or regulatory body, and that you will provide to your clients disclosure of all appropriate facts relating to such payments in compliance with all such laws, regulations and orders. 4) By accepting any such distribution or service payments from us, you also acknowledge that Fidelity does not direct and will not be expected to direct portfolio securities transactions for the Portfolios, or any remuneration described in Rule 12b-l(h) under the Investment Company Act of 1940, to you in consideration of your promotion or sale of shares of the Portfolios. We acknowledge that the Portfolios have implemented and the Board of Directors has approved policies and procedures reasonably designed to comply with Rule 12b-l (h). 5) Upon written notice to you, we or any Portfolio may change or discontinue any schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfolio's ’s Plan remains in effect. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with us, you will identify the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Client. (d) After the effective date of any change in or discontinuance of any schedule of concessions, distribution payments, or service payments, or the termination of a Plan, any concessions, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concession, distribution payment, or service payment, you will remit such overpayment. (d) You understand and agree that to the extent any of DLX, the Trust, Rimrock, or their respective affiliates provides distribution and/or service payments, including marketing or promotional support, or other payments to your firm other than compensation paid in the regular course of business as further described in fund prospectuses, such payments shall be deemed by DLX, the Trust, Rimrock, or their affiliates to be non-reportable for purposes of the Labor-Management Reporting and Disclosure Act and the Form LM-10 requirements. These payments are provided to your firm in return for your provision of certain distribution and service-related activities. As such, the payments shall not be considered reimbursements of the type that would trigger an LM-10 reporting obligation pursuant to the Department of Labor’s guidance. If your firm uses funds provided by DLX, the Trust, Rimrock or its affiliates to make expenditures that could trigger an LM-10 reporting obligation, any such obligation shall be the sole responsibility of your firm. If, however, your firm at the time it requests distribution and/or service payments, or other similar payments for the specific purpose of making expenditures that could trigger an LM-10 reporting obligation, your firm must notify DLX at the time of the request. Your firm also agrees to provide to DLX any and all information required to report such payment(s) in accordance with then current Form LM-10 requirements. The Trust and NT reserve the right to decline your firm’s request for distribution or service payments, and other similar payments that could trigger an LM-10 reporting obligation for DLX, the Trust, Rimrock, or their affiliates. (e) If any Portfolio shares sold to you by us under the terms of this Agreement are redeemed by the issuing Portfolio or tendered for redemption by the customer within seven (7) business days after the date of our confirmation of your original purchase order for such shares, you agree agree (i) to refund promptly to us the full amount of any concession, distribution payment, or service payment allowed or paid to you on such shares, and (ii) if not yet allowed or paid to you, to forfeit the right to receive any concession, distribution payment, or service payment allowable or payable to you on such shares. We will notify you of any such redemption within ten (10) days after the date of the redemption.

Appears in 1 contract

Samples: Selling Dealer Agreement (Rimrock Funds Trust)

Your Compensation. (a) Your concessionfee, if any, on your for acting as agent with respect to sales of Portfolio shares will be as provided in the Prospectus or in the applicable schedule of concessions agency fees issued by us and in effect at the time of our sale to youthe sale. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of concessionsagency fees, or issue a new schedule. (b) If a Portfolio has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a "Plan"), we may make distribution payments or service payments to you under the Plan. Such payments shall be made or caused to be made at our direction. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company may make distribution payments or service payments to you from our own funds. . (1) Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and then in effect. (2) Any service payments made to you by the Portfolios are made in consideration for personal services and/or account maintenance services provided by you to shareholders of the applicable Portfolio, and you hereby represent by your acceptance of such payments that you are providing such services. Your provision of these services is not on behalf of the Portfolios or us, and you agree that we are not responsible for the manner of your performance of or for any of your acts or omissions in connection with such services. (3) By accepting any such distribution or service payments from us, you hereby represent that your receipt of such payment will comply with all applicable laws and regulations, or order of any court, governmental or regulatory body, and that you will provide to your clients disclosure of all appropriate facts relating to such payments in compliance with all such laws, regulations and orders. (4) By accepting any such distribution or service payments from us, you also acknowledge that Fidelity does not direct and will not be expected to direct portfolio securities transactions for the Portfolios, or any remuneration described in Rule 12b-1(h) under the Investment Company Act of 1940, to you in consideration of your promotion or sale of shares of the Portfolios. We acknowledge that the Portfolios have implemented and the Board of Directors has approved policies and procedures reasonably designed to comply with Rule 12b-1(h). (5) Upon written notice to you, we or any Portfolio may change or discontinue any schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfolio's ’s Plan remains in effect. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with us, you will identify the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Client. (d) After the effective date of any change in or discontinuance of any schedule of concessionsagency fees, distribution payments, or service payments, or the termination of a Plan, any concessionsagency fees, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concessionagency fee, distribution payment, or service payment, you will remit such overpayment. (d) You understand and agree that to the extent FDC or its affiliates provides distribution and/or service payments, including marketing or promotional support, or other payments to your firm other than compensation paid in the regular course of business as further described in fund prospectuses, such payments shall be deemed by FDC and its affiliates to be non-reportable for purposes of the Labor-Management Reporting and Disclosure Act and the Form LM-10 requirements. These payments are provided to your firm in return for your provision of certain distribution and service-related activities. As such, the payments shall not be considered reimbursements of the type that would trigger an LM-10 reporting obligation pursuant to the Department of Labor’s guidance. Should your firm use funds provided by FDC or its affiliates to make expenditures that could trigger an LM-10 reporting obligation, any such obligation shall be the sole responsibility of your firm. If, however, your firm at the time it requests distribution and/or service payments, or other similar payments for the specific purpose of making expenditures that could trigger an LM-10 reporting obligation, your firm must notify FDC or its affiliate at the time of the request. Your firm also agrees to provide to FDC or its affiliates any and all information required to report such payment(s) in accordance with then current Form LM-10 requirements. FDC and its affiliates reserve the right to decline your firm’s request for distribution or service payments, and other similar payments that could trigger an LM-10 reporting obligation for FDC or its affiliates. (e) If In the event that you are acting in a fiduciary capacity on behalf of any Portfolio of your customers to whom you are making available shares sold to of the Portfolios, you represent that you have reviewed with competent legal counsel the receipt of compensation hereunder and that you have been advised by us such counsel that receipt of such compensation by you is permissible under applicable law. (f) To the extent you are relying on Section 3(a)(4)(B)(ii) of the 1934 Act, you hereby represent that your receipt of compensation hereunder complies with Section 721 and 722 of Regulation R promulgated under the terms 1934 Act (“Regulation R”). You hereby represent that you will promptly notify us in the event your receipt of compensation no longer complies with Regulation R. (g) Notwithstanding anything to the contrary in this Agreement Agreement, with respect to all transactions where you are redeemed by provided the issuing Portfolio or tendered for redemption by opportunity to purchase and redeem shares of classes of the customer within seven (7) business days after the date of our confirmation of your original purchase order for such shares, you agree Portfolios which (i) to refund promptly to us the full amount of any concessionhave no front-end load, deferred sales charge or other asset based free for sales and distribution payment, or service payment allowed or paid to you on such shares, and (ii) if where you are not yet allowed or paid to you, to forfeit the right to receive any concession, distribution payment, or service payment allowable or payable to you on such shares. We will notify you in receipt of any distribution-related payment with respect to transactions in such redemption within ten shares (10“Clean Shares”) days after the date and you elect to charge your customer a commission for effecting such transactions in Clean Shares: (1) You (i) shall act on an agency basis on behalf of your customers, (ii) shall not act (A) as principal for your own account or (B) as a “dealer”, “underwriter” or “principal underwriter” (as such terms are defined for purposes of the redemptionInvestment Company Act of 1940, as amended) and (iii) shall not undertake or perform any acts or functions that would cause you to be such a dealer, underwriter or principal underwriter; (2) The nature and amount of the commission you may charge your customers, and the times at which the commissions are collected, will be determined by you consistent with the Intermediary’s obligation under applicable law, including but not limited to applicable rules of the Financial Industry Regulatory Authority and the United States Department of Labor. (3) You shall make such disclosures as are required by applicable law regarding the commission you charge and the capacity in which you act with respect to such transactions; (4) You shall not be in receipt of any form of distribution-related payment; and (5) Purchases and redemptions will be made at the net asset value established by the relevant Portfolio (before imposition of any commission).

Appears in 1 contract

Samples: Bank Agency Agreement (Fidelity Greenwood Street Trust)

Your Compensation. (a) Your concession, if any, on your sales of Portfolio shares will be as provided in the Prospectus or in the applicable schedule of concessions issued by us and in effect at the time of our sale to you. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of concessions, or issue a new schedule. (b) If a Portfolio has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a "Plan"), we may make distribution payments or service payments to you under the Plan. Such payments shall be made or caused to be made at our direction. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company may make distribution payments or service payments to you from our own funds. . 1) Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and then in effect. 2) Any service payments made to you by the Portfolios are made in consideration for personal services and/or account maintenance services provided by you to shareholders of the applicable Portfolio, and you hereby represent by your acceptance of such payments that you are providing such services. Your provision of these services is not on behalf of the Portfolios or us, and you agree that we are not responsible for the manner of your performance of or for any of your acts or omissions in connection with such services. 3) By accepting any such distribution or service payments from us, you hereby represent that your receipt of such payment will comply with all applicable laws and regulations, or order of any court, governmental or regulatory body, and that you will provide to your clients disclosure of all appropriate facts relating to such payments in compliance with all such laws, regulations and orders. 4) By accepting any such distribution or service payments from us, you also acknowledge that Fidelity does not direct and will not be expected to direct portfolio securities transactions for the Portfolios, or any remuneration described in Rule 12b-1(h) under the Investment Company Act of 1940, to you in consideration of your promotion or sale of shares of the Portfolios. We acknowledge that the Portfolios have implemented and the Board of Directors has approved policies and procedures reasonably designed to comply with Rule 12b-1(h). 5) Upon written notice to you, we or any Portfolio may change or discontinue any schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfolio's ’s Plan remains in effect. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with us, you will identify the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Client. (d) After the effective date of any change in or discontinuance of any schedule of concessions, distribution payments, or service payments, or the termination of a Plan, any concessions, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concession, distribution payment, or service payment, you will remit such overpayment. (d) You understand and agree that to the extent FDC or its affiliates provides distribution and/or service payments, including marketing or promotional support, or other payments to your firm other than compensation paid in the regular course of business as further described in fund prospectuses, such payments shall be deemed by FDC and its affiliates to be non-reportable for purposes of the Labor-Management Reporting and Disclosure Act and the Form LM-10 requirements. These payments are provided to your firm in return for your provision of certain distribution and service-related activities. As such, the payments shall not be considered reimbursements of the type that would trigger an LM-10 reporting obligation pursuant to the Department of Labor’s guidance. Should your firm use funds provided by FDC or its affiliates to make expenditures that could trigger an LM-10 reporting obligation, any such obligation shall be the sole responsibility of your firm. If, however, your firm at the time it requests distribution and/or service payments, or other similar payments for the specific purpose of making expenditures that could trigger an LM-10 reporting obligation, your firm must notify FDC or its affiliate at the time of the request. Your firm also agrees to provide to FDC or its affiliates any and all information required to report such payment(s) in accordance with then current Form LM-10 requirements. FDC and its affiliates reserve the right to decline your firm’s request for distribution or service payments, and other similar payments that could trigger an LM-10 reporting obligation for FDC or its affiliates. (e) If any Portfolio Notwithstanding anything to the contrary in this Agreement, with respect to all transactions where you are provided the opportunity to purchase and redeem shares sold to you by us under of classes of the terms of this Agreement are redeemed by the issuing Portfolio or tendered for redemption by the customer within seven (7) business days after the date of our confirmation of your original purchase order for such shares, you agree Portfolios which (i) to refund promptly to us the full amount of any concessionhave no front-end load, deferred sales charge or other asset based free for sales and distribution payment, or service payment allowed or paid to you on such shares, and (ii) if where you are not yet allowed or paid to you, to forfeit the right to receive any concession, distribution payment, or service payment allowable or payable to you on such shares. We will notify you in receipt of any distribution-related payment with respect to transactions in such redemption within ten shares (10“Clean Shares”) days after the date and you elect to charge your customer a commission for effecting such transactions in Clean Shares: (1) You (i) shall act on an agency basis on behalf of your customers, (ii) shall not act (A) as principal for your own account or (B) as a “dealer”, “underwriter” or “principal underwriter” (as such terms are defined for purposes of the redemptionInvestment Company Act of 1940, as amended) and (iii) shall not undertake or perform any acts or functions that would cause you to be such a dealer, underwriter or principal underwriter; (2) The nature and amount of the commission you may charge your customers, and the times at which the commissions are collected, will be determined by you consistent with the Intermediary’s obligation under applicable law, including but not limited to applicable rules of the Financial Industry Regulatory Authority and the United States Department of Labor. (3) You shall make such disclosures as are required by applicable law regarding the commission you charge and the capacity in which you act with respect to such transactions; (4) You shall not be in receipt of any form of distribution-related payment; and (5) Purchases and redemptions will be made at the net asset value established by the relevant Portfolio (before imposition of any commission).

Appears in 1 contract

Samples: Selling Agreement (Fidelity Greenwood Street Trust)

Your Compensation. (a) Your concessionfee, if any, on your for acting as agent with respect to sales of Portfolio shares will be as provided in the Prospectus or in the applicable schedule of concessions agency fees issued by us and in effect at the time of our sale to youthe sale. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of concessionsagency fees, or issue a new schedule. (b) If a Portfolio has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a "Plan"), we may make distribution payments or service payments to you under the Plan. Such payments shall be made or caused to be made at our direction. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company may make distribution payments or service payments to you from our own funds. . (1) Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and then in effect. (2) Any service payments made to you by the Portfolios are made in consideration for personal services and/or account maintenance services provided by you to shareholders of the applicable Portfolio, and you hereby represent by your acceptance of such payments that you are providing such services. Your provision of these services is not on behalf of the Portfolios or us, and you agree that we are not responsible for the manner of your performance of or for any of your acts or omissions in connection with such services. (3) By accepting any such distribution or service payments from us, you hereby represent that your receipt of such payment will comply with all applicable laws and regulations, or order of any court, governmental or regulatory body, and that you will provide to your clients disclosure of all appropriate facts relating to such payments in compliance with all such laws, regulations and orders. (4) By accepting any such distribution or service payments from us, you also acknowledge that Fidelity does not direct and will not be expected to direct portfolio securities transactions for the Portfolios, or any remuneration described in Rule 12b-1(h) under the Investment Company Act of 1940, to you in consideration of your promotion or sale of shares of the Portfolios. We acknowledge that the Portfolios have implemented and the Board of Directors has approved policies and procedures reasonably designed to comply with Rule 12b-1(h). (5) Upon written notice to you, we or any Portfolio may change or discontinue any schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfolio's Plan remains in effect. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with us, you will identify the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Client. (d) After the effective date of any change in or discontinuance of any schedule of concessionsagency fees, distribution payments, or service payments, or the termination of a Plan, any concessionsagency fees, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concessionagency fee, distribution payment, or service payment, you will remit such overpayment. (ed) If You understand and agree that to the extent FDC or its affiliates provides distribution and/or service payments, including marketing or promotional support, or other payments to your firm other than compensation paid in the regular course of business as further described in fund prospectuses, such payments shall be deemed by FDC and its affiliates to be non-reportable for purposes of the Labor-Management Reporting and Disclosure Act and the Form LM-10 requirements. These payments are provided to your firm in return for your provision of certain distribution and service-related activities. As such, the payments shall not be considered reimbursements of the type that would trigger an LM-10 reporting obligation pursuant to the Department of Labor's guidance. Should your firm use funds provided by FDC or its affiliates to make expenditures that could trigger an LM-10 reporting obligation, any Portfolio shares sold to you by us under such obligation shall be the terms of this Agreement are redeemed by the issuing Portfolio or tendered for redemption by the customer within seven (7) business days after the date of our confirmation sole responsibility of your original purchase order for such sharesfirm. If, you agree (i) to refund promptly to us however, your firm at the full amount of any concession, time it requests distribution paymentand/or service payments, or service payment allowed other similar payments for the specific purpose of making expenditures that could trigger an LM-10 reporting obligation, your firm must notify FDC or paid its affiliate at the time of the request. Your firm also agrees to you on provide to FDC or its affiliates any and all information required to report such shares, payment(s) in accordance with then current Form LM-10 requirements. FDC and (ii) if not yet allowed or paid to you, to forfeit its affiliates reserve the right to receive any concession, decline your firm's request for distribution payment, or service payment allowable payments, and other similar payments that could trigger an LM-10 reporting obligation for FDC or payable to its affiliates. (e) In the event that you are acting in a fiduciary capacity on such shares. We will notify you behalf of any such redemption within ten (10) days after the date of your customers to whom you are making available shares of the redemptionPortfolios, you represent that you have reviewed with competent legal counsel the receipt of compensation hereunder and that you have been advised by such counsel that receipt of such compensation by you is permissible under applicable law. (f) To the extent you are relying on Section 3(a)(4)(B)(ii) of the 1934 Act, you hereby represent that your receipt of compensation hereunder complies with Section 721 and 722 of Regulation R promulgated under the 1934 Act ("Regulation R"). You hereby represent that you will promptly notify us in the event your receipt of compensation no longer complies with Regulation R.

Appears in 1 contract

Samples: Bank Agency Agreement (Fidelity Hereford Street Trust)

Your Compensation. (a) Your concessionfee, if any, on your for acting as agent with respect to sales of Portfolio shares will be as provided in the Prospectus or in the applicable schedule of concessions agency fees issued by us and in effect at the time of our sale to youthe sale. Upon written notice to you, we or any Portfolio may change or discontinue any schedule of concessionsagency fees, or issue a new schedule. (b) If a Portfolio has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940 (a "Plan"), we may make distribution payments or service payments to you under the Plan. Such payments shall be made or caused to be made at our direction. If a Portfolio does not have a currently effective Plan, we or Fidelity Management & Research Company may make distribution payments or service payments to you from our own funds. . (1) Any distribution payments or service payments will be made in the amount and manner set forth in the Prospectus or in the applicable schedule of distribution payments or service payments issued by us and then in effect. (2) Any service payments made to you by the Portfolios are made in consideration for personal services and/or account maintenance services provided by you to shareholders of the applicable Portfolio, and you hereby represent by your acceptance of such payments that you are providing such services. Your provision of these services is not on behalf of the Portfolios or us, and you agree that we are not responsible for the manner of your performance of or for any of your acts or omissions in connection with such services. (3) By accepting any such distribution or service payments from us, you hereby represent that your receipt of such payment will comply with all applicable laws and regulations, or order of any court, governmental or regulatory body, and that you will provide to your clients disclosure of all appropriate facts relating to such payments in compliance with all such laws, regulations and orders. (4) By accepting any such distribution or service payments from us, you also acknowledge that Fidelity does not direct and will not be expected to direct portfolio securities transactions for the Portfolios, or any remuneration described in Rule 12b-1(h) under the Investment Company Act of 1940, to you in consideration of your promotion or sale of shares of the Portfolios. We acknowledge that the Portfolios have implemented and the Board of Directors has approved policies and procedures reasonably designed to comply with Rule 12b-1(h). (5) Upon written notice to you, we or any Portfolio may change or discontinue any schedule of distribution payments or service payments, or issue a new schedule. A schedule of distribution payments or service payments will be in effect with respect to a Portfolio that has a Plan only so long as that Portfolio's ’s Plan remains in effect. (c) Concessions, distribution payments, and service payments apply only with respect to (i) shares of the "Fidelity Funds" (as designated on Schedule A attached to this Agreement) purchased or maintained for the account of Bank Clients, and (ii) shares of the "Fidelity Advisor Funds" (as designated on Schedule B attached to this Agreement). Anything to the contrary notwithstanding, neither we nor any Portfolio will provide to you, nor may you retain, concessions on your sales of shares of, or distribution payments or service payments with respect to assets of, the Fidelity Funds attributable to you or any of your clients, other than Bank Clients. When you place an order in shares of the Fidelity Funds with us, you will identify the Bank on behalf of whose Clients you are placing the order; and you will identify as a non-Bank Client Order, any order in shares of the Fidelity Funds placed for the account of a non-Bank Client. (d) After the effective date of any change in or discontinuance of any schedule of concessionsagency fees, distribution payments, or service payments, or the termination of a Plan, any concessionsagency fees, distribution payments, or service payments will be allowable or payable to you only in accordance with such change, discontinuance, or termination. You agree that you will have no claim against us or any Portfolio by virtue of any such change, discontinuance, or termination. In the event of any overpayment by us of any concessionagency fee, distribution payment, or service payment, you will remit such overpayment. (d) You understand and agree that to the extent FDC or its affiliates provides distribution and/or service payments, including marketing or promotional support, or other payments to your firm other than compensation paid in the regular course of business as further described in fund prospectuses, such payments shall be deemed by FDC and its affiliates to be non-reportable for purposes of the Labor-Management Reporting and Disclosure Act and the Form LM-10 requirements. These payments are provided to your firm in return for your provision of certain distribution and service-related activities. As such, the payments shall not be considered reimbursements of the type that would trigger an LM-10 reporting obligation pursuant to the Department of Labor’s guidance. Should your firm use funds provided by FDC or its affiliates to make expenditures that could trigger an LM-10 reporting obligation, any such obligation shall be the sole responsibility of your firm. If, however, your firm at the time it requests distribution and/or service payments, or other similar payments for the specific purpose of making expenditures that could trigger an LM-10 reporting obligation, your firm must notify FDC or its affiliate at the time of the request. Your firm also agrees to provide to FDC or its affiliates any and all information required to report such payment(s) in accordance with then current Form LM-10 requirements. FDC and its affiliates reserve the right to decline your firm’s request for distribution or service payments, and other similar payments that could trigger an LM-10 reporting obligation for FDC or its affiliates. (e) If In the event that you are acting in a fiduciary capacity on behalf of any Portfolio of your customers to whom you are making available shares sold to of the Portfolios, you represent that you have reviewed with competent legal counsel the receipt of compensation hereunder and that you have been advised by us such counsel that receipt of such compensation by you is permissible under applicable law. (f) To the extent you are relying on Section 3(a)(4)(B)(ii) of the 1934 Act, you hereby represent that your receipt of compensation hereunder complies with Section 721 and 722 of Regulation R promulgated under the terms 1934 Act (“Regulation R”). You hereby represent that you will promptly notify us in the event your receipt of compensation no longer complies with Regulation R. (g) Notwithstanding anything to the contrary in this Agreement Agreement, with respect to all transactions where you are redeemed by provided the issuing Portfolio or tendered for redemption by opportunity to purchase and redeem shares of classes of the customer within seven (7) business days after the date of our confirmation of your original purchase order for such shares, you agree Portfolios which (i) to refund promptly to us the full amount of any concessionhave no front-end load, deferred sales charge or other asset based free for sales and distribution payment, or service payment allowed or paid to you on such shares, and (ii) if where you are not yet allowed or paid to you, to forfeit the right to receive any concession, distribution payment, or service payment allowable or payable to you on such shares. We will notify you in receipt of any distribution-related payment with respect to transactions in such redemption within ten shares (10“Clean Shares”) days after the date and you elect to charge your customer a commission for effecting such transactions in Clean Shares: (1) You (i) shall act on an agency basis on behalf of your customers, (ii) shall not act (A) as principal for your own account or (B) as a “dealer”, “underwriter” or “principal underwriter” (as such terms are defined for purposes of the redemptionInvestment Company Act of 1940, as amended) and (iii) shall not undertake or perform any acts or functions that would cause you to be such a dealer, underwriter or principal underwriter; (2) The nature and amount of the commission you may charge your customers, and the times at which the commissions are collected, will be determined by you consistent with the Intermediary’s obligation under applicable law, including but not limited to applicable rules of the Financial Industry Regulatory Authority and the United States Department of Labor. (3) You shall make such disclosures as are required by applicable law regarding the commission you charge and the capacity in which you act with respect to such transactions; (4) You shall not be in receipt of any form of distribution-related payment; and (5) Purchases and redemptions will be made at the net asset value established by the relevant Portfolio (before imposition of any commission).

Appears in 1 contract

Samples: Bank Agency Agreement (Fidelity Summer Street Trust)

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