Fidelity Private Credit Fund | Subscription Agreement 2 Subscription Agreement – PI 1 Your InvestmentFidelity Private Credit Fund • January 6th, 2023
If investors participating in the Distribution Reinvestment Plan or making subsequent purchases of shares of Fidelity Private Credit Fund experience a material adverse change in their financial condition or can no longer make the representations or warranties set forth in Section 8 above, they are asked to promptly notify Fidelity Private Credit Fund and the Broker in writing. The Broker may notify Fidelity Private Credit Fund if an investor participating in the Distribution Reinvestment Plan can no longer make the representations or warranties set forth in Section 8 above, and Fidelity Private Credit Fund may rely on such notification to terminate such investor’s participation in the Distribution Reinvestment Plan.
AMENDED AND RESTATED ADMINISTRATION AGREEMENT BETWEEN FIDELITY PRIVATE CREDIT FUND AND FIDELITY DIVERSIFYING SOLUTIONS LLCAdministration Agreement • March 22nd, 2023 • Fidelity Private Credit Fund • Massachusetts
This Agreement (“Agreement”) is made as of February 1, 2023 by and between Fidelity Private Credit Fund, a Delaware statutory trust (the “Fund”), and Fidelity Diversifying Solutions LLC, a Delaware limited liability company (the “Administrator”).
SECOND AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENTInvestment Advisory Agreement • February 6th, 2023 • Fidelity Private Credit Fund • Massachusetts
This Second Amended and Restated Investment Advisory Agreement, dated and effective as of February 1, 2023, is made by and between Fidelity Private Credit Fund, a Delaware statutory trust (herein referred to as the “Fund”), and Fidelity Diversifying Solutions LLC, a Delaware limited liability company (herein referred to as the “Adviser”) (this “Agreement”).
ESCROW AGREEMENTEscrow Agreement • October 28th, 2022 • Fidelity Private Credit Fund • Massachusetts
THIS ESCROW AGREEMENT (this “Escrow Agreement”), dated as of September 23, 2022, is entered into by and among Fidelity Private Credit Fund, a Delaware statutory trust (the “Company”), Fidelity Distributors Company LLC, a Delaware limited liability company, as dealer manager for the Company (the “Dealer Manager”), and UMB Bank, N.A., as escrow agent (the “Escrow Agent”).
MANAGING DEALER AGREEMENTManaging Dealer Agreement • March 22nd, 2023 • Fidelity Private Credit Fund • Massachusetts
This Managing Dealer Agreement (this “Agreement”) is entered into by and between Fidelity Private Credit Fund, a Delaware statutory trust (the “Fund”), and Fidelity Distributors Company LLC (the “Managing Dealer”).
EXPENSE SUPPORT AND CONDITIONAL REIMBURSEMENT AGREEMENTExpense Support and Conditional Reimbursement Agreement • March 22nd, 2023 • Fidelity Private Credit Fund
This Expense Support and Conditional Reimbursement Agreement (the “Agreement”) is made this 23rd day of September, 2022, by and between Fidelity Private Credit Fund, a Delaware statutory trust (the “Fund”), and Fidelity Diversifying Solutions LLC, a Delaware limited liability company (the “Adviser”).
FIDELITY PRIVATE CREDIT FUND SUBSCRIPTION AGREEMENTSubscription Agreement • October 28th, 2022 • Fidelity Private Credit Fund
This Subscription Agreement is entered into this 16th day of September, 2022 by and between Fidelity Private Credit Fund, a Delaware statutory trust (the “Company”), and FMR Capital, Inc. (the “Subscriber”);
FEE WAIVER AGREEMENT Fidelity Private Credit Fund Boston, Massachusetts 02210Fee Waiver Agreement • September 6th, 2022 • Fidelity Private Credit Fund
This Fee Waiver Agreement, dated [ ], 2022 (the “Agreement”), is entered into by and between Fidelity Private Credit Fund (the “Fund”), a Delaware statutory trust that is organized as a non-diversified closed-end management investment company that will elect to be regulated as a business development company under the Investment Company Act of 1940, as amended (“1940 Act”), and Fidelity Diversifying Solutions LLC, a Delaware limited liability company (“FDS”).
ContractFidelity Private Credit Fund • May 11th, 2023
Fidelity Private Credit Fund | Subscription Agreement Fidelity Private Credit Fund Subscription Agreement – PI 1 | Your Investment Investment Amount $ Share Class (Must select one) ☐ Class I $25,000 minimum initial investment 2 | Form of Ownership Individual / Joint Accounts Retirement Accounts Entity Accounts ☐ Individual ☐ IRA ☐ Trust ☐ Joint Tenant with Rights of Survivorship ☐ Roth IRA ☐ C Corporation ☐ Tenants in Common ☐ SEP IRA ☐ S Corporation ☐ Community Property ☐ Rollover IRA ☐ Partnership ☐ Uniform Gift / Transfer to Minors ☐ Inherited IRA ☐ Limited Liability Corporation ☐ State: ☐ Other: Brokerage Account Number: Custodian Account Number: Brokerage Account Number: The Fund maintains two subscription agreements: One for investors subscribing through participating intermediaries with whom the Managing Dealer has entered into a Selected Intermediary Agreement and one for investors subscribing through the Fidelity Brokerage Services LLC platform. Please consult your financial i
FORM OF SELECTED INTERMEDIARY AGREEMENTForm of Selected Intermediary Agreement • September 6th, 2022 • Fidelity Private Credit Fund • Massachusetts
Fidelity Distributors Company LLC, as the managing dealer (“Managing Dealer”) for Fidelity Private Credit Fund (the “Fund”), a Delaware statutory trust, invites you (the “Broker”) to participate in the distribution of common shares of beneficial interest, $0.01 par value per share, of the Fund (“Common Shares”) subject to the following terms:
AMENDMENT to the EXPENSE SUPPORT AND CONDITIONAL REIMBURSEMENT AGREEMENTAnd Conditional Reimbursement Agreement • March 22nd, 2023 • Fidelity Private Credit Fund
This Amendment is made as of March 13, 2023 to the Expense Support and Conditional Reimbursement Agreement dated September 23, 2022 (“Agreement”), by and between Fidelity Private Credit Fund, a Delaware statutory trust (the “Fund”), and Fidelity Diversifying Solutions LLC, a Delaware limited liability company (the “Adviser”).
Fidelity Private Credit FundSubscription Agreement – FI Investment Amount $Fidelity Private Credit Fund • March 22nd, 2023
$2,500 minimum initial investment $2,500 minimum initial investment $25,000 minimum initial investment for qualifying investors (otherwise $1,000,000 minimum initial investment).1
FEE WAIVER AGREEMENT Fidelity Private Credit Fund Boston, Massachusetts 02210Fee Waiver Agreement • March 22nd, 2023 • Fidelity Private Credit Fund
This Fee Waiver Agreement, dated September 23, 2022 (the “Agreement”), is entered into by and between Fidelity Private Credit Fund (the “Fund”), a Delaware statutory trust that is organized as a non-diversified closed-end management investment company that will elect to be regulated as a business development company under the Investment Company Act of 1940, as amended (“1940 Act”), and Fidelity Diversifying Solutions LLC, a Delaware limited liability company (“FDS”).
ContractFidelity Private Credit Fund • May 11th, 2023
Fidelity Private Credit Fund | Subscription Agreement Fidelity Private Credit Fund Subscription Agreement – FI 1 | Your Investment Investment Amount $ Share Class (Must select one) ☐ Class S ☐ Class D ☐ Class I $2,500 minimum initial investment $2,500 minimum initial investment $25,000 minimum initial investment for qualifying investors (otherwise $1,000,000 minimum initial investment).1 2 | Form of Ownership Individual / Joint Accounts Retirement Accounts Entity Accounts ☐ Individual ☐ IRA ☐ Trust ☐ Joint Tenant with Rights of Survivorship ☐ Roth IRA ☐ C Corporation ☐ Tenants in Common ☐ SEP IRA ☐ S Corporation ☐ Community Property ☐ Rollover IRA ☐ Partnership ☐ Uniform Gift / Transfer to Minors ☐ Inherited IRA ☐ Limited Liability Corporation ☐ State: ☐ Other: Brokerage Account Number: Custodian Account Number: Brokerage Account Number: The Fund maintains two subscription agreements: One for certain institutional investors or investors subscribing through participating
AMENDMENT to the FEE WAIVER AGREEMENTFee Waiver Agreement • August 11th, 2023 • Fidelity Private Credit Fund
This Amendment is made as of August 9, 2023 to the Fee Waiver Agreement dated September 23, 2022 (the “Agreement”), by and between Fidelity Private Credit Fund, a Delaware statutory trust (the “Fund”), and Fidelity Diversifying Solutions LLC, a Delaware limited liability company (the “Adviser” and “FDS”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Agreement.
REVOLVING CREDIT AND SECURITY AGREEMENT among FIDELITY PRIVATE CREDIT FUND BSPV LLC, as Borrower, THE LENDERS FROM TIME TO TIME PARTIES HERETO, BNP PARIBAS, as Administrative Agent, FIDELITY PRIVATE CREDIT FUND, as Equityholder, FIDELITY PRIVATE...Revolving Credit and Security Agreement • May 10th, 2024 • Fidelity Private Credit Fund • New York
REVOLVING CREDIT AND SECURITY AGREEMENT, dated as of May 2, 2024, among FIDELITY PRIVATE CREDIT FUND BSPV LLC, a Delaware limited liability company, as borrower (the “Borrower”), the LENDERS from time to time party hereto, BNP PARIBAS (“BNP”), as administrative agent for the Secured Parties (as hereinafter defined) (in such capacity, the “Administrative Agent”), FIDELITY PRIVATE CREDIT FUND, a Delaware statutory trust, as equityholder (in such capacity, the “Equityholder”), FIDELITY PRIVATE CREDIT FUND, a Delaware statutory trust, as Investment Advisor (in such capacity, the “Investment Advisor”), VIRTUS GROUP, LP (“Virtus”) as collateral administrator (in such capacity, the “Collateral Administrator”) and STATE STREET BANK AND TRUST COMPANY (“State Street”), as collateral agent for the Secured Parties (as hereinafter defined) (in such capacity, the “Collateral Agent”).
Fidelity Private Credit FundSubscription Agreement – PIFidelity Private Credit Fund • March 22nd, 2023
DISTRIBUTION AND SERVICE PLAN Fidelity Private Credit Fund Class I SharesDistribution and Service Plan • March 22nd, 2023 • Fidelity Private Credit Fund
COMMITMENT INCREASE AGREEMENT June 13, 2024Commitment Increase Agreement • June 18th, 2024 • Fidelity Private Credit Fund • New York
CUSTODIAN AGREEMENT Dated as of January 1, 2007 Between Each of the Investment Companies Listed on Appendix “A” Attached Hereto and STATE STREET BANK AND TRUST COMPANYCustodian Agreement • December 30th, 2022 • Fidelity Private Credit Fund
AGREEMENT made as of the 1st day of January, 2007 between each of the Investment Companies Listed on Appendix “A” hereto, as the same may be amended from time to time, (each a “Fund” and collectively the “Funds”) and State Street Bank and Trust Company (the “Custodian”).
Fidelity Diversifying Solutions LLCFidelity Private Credit Fund • August 11th, 2023
Reference is made to the Expense Support and Conditional Reimbursement Agreement dated September 23, 2022, as amended on March 13, 2023, and as may be further amended, restated and/or supplemented from time to time (the “Expense Reimbursement Agreement”), between Fidelity Private Credit Fund (the “Fund”), a Delaware statutory trust that is organized as a non-diversified closed-end management investment company and regulated as a business development company under the Investment Company Act of 1940, as amended (“1940 Act”), and Fidelity Diversifying Solutions LLC, a Delaware limited liability company (“FDS”). Effective from Fund inception until such time as revoked by FDS, FDS hereby agrees to waive its right to receive any Reimbursement Payment under the Expense Reimbursement Agreement for any Excess Operating Funds incurred in any month prior to such revocation. Any such amounts shall not be considered unreimbursed Expense Payments reimbursable in future months pursuant to the terms o
FORM OF FUND OF FUNDS INVESTMENT AGREEMENTFunds Investment Agreement • May 11th, 2023 • Fidelity Private Credit Fund
THIS AGREEMENT is made this [Day] of [Month], 20__ by and [between/among] each trust identified on Schedule A (each, an “Acquiring Trust”), on behalf of itself and its respective series identified on Schedule A, severally and not jointly (each, an “Acquiring Fund”), and Fidelity Private Credit Fund (“Acquired Fund” and together with the Acquiring Funds, the “Funds”).
