FORM OF AUTHORIZED PARTICIPANT AGREEMENT Fidelity Ethereum FundAuthorized Participant Agreement • May 31st, 2024 • Fidelity Ethereum Fund • Finance services • Massachusetts
This Authorized Participant Agreement (the “Agreement”) is entered into between Fidelity Distributors Company LLC (the “Distributor”) and [________________________________________and its affiliates] (collectively, the “Participant”) and is subject to acceptance by State Street Bank and Trust Company (the “Transfer Agent”). The Distributor, the Participant and the Transfer Agent acknowledge and agree that Fidelity Ethereum Fund (the “Trust”) is structured as an exchange-traded commodity fund (the “Fund”) and shall be a third-party beneficiary of this Agreement and shall receive the benefits contemplated by this Agreement to the extent specified herein. Capitalized terms used but not defined herein are defined in the current prospectus for the Fund (the “Prospectus”).
FIRST AMENDED AND RESTATED TRUST AGREEMENT OF FIDELITY ETHEREUM FUND Dated as of June 3, 2024 By and Among FD FUNDS MANAGEMENT LLC CSC DELAWARE TRUST COMPANY and THE SHAREHOLDERS FROM TIME TO TIME HEREUNDERTrust Agreement • June 21st, 2024 • Fidelity Ethereum Fund • Finance services • Delaware
This FIRST AMENDED AND RESTATED TRUST AGREEMENT of FIDELITY ETHEREUM FUND is made and entered into as of June 3, 2024 (“Trust Agreement”), by and among FD Funds Management LLC, a Delaware limited liability company (“Sponsor”), CSC Delaware Trust Company, a Delaware corporation, as trustee (“Trustee”), and the SHAREHOLDERS from time to time hereunder.
ContractCustodial Services Agreement • May 31st, 2024 • Fidelity Ethereum Fund • Finance services
THIS CUSTODIAL SERVICES AGREEMENT (this “Agreement”) is made on May 20, 2024, (the “Effective Date”), by and between Fidelity Ethereum Fund (the “Client”), FD Funds Management LLC as sponsor acting on behalf of the Client (the “Sponsor”) and Fidelity Digital Asset Services, LLC (the “Custodian”, and collectively with the Client and the Sponsor, the “Parties,” and each individually, a “Party”).
GENERAL DISTRIBUTION AGREEMENT between FIDELITY ETHEREUM FUND and FIDELITY DISTRIBUTORS COMPANY LLCGeneral Distribution Agreement • May 31st, 2024 • Fidelity Ethereum Fund • Finance services
AGREEMENT made as of this 24th day of May, 2024, between Fidelity Ethereum Fund, a Delaware statutory trust having its principal place of business in Boston, Massachusetts (“Issuer”) and Fidelity Distributors Company LLC, a Delaware limited liability company having its principal place of business in Smithfield, Rhode Island (“Distributors”).
SPONSOR AGREEMENTSponsor Agreement • June 21st, 2024 • Fidelity Ethereum Fund • Finance services • Delaware
THIS SPONSOR AGREEMENT (the “Agreement”), dated as of June 3, 2024, is made by and between FD Funds Management LLC, a Delaware limited liability company (“Sponsor”), and Fidelity Ethereum Fund, a statutory trust organized under the laws of Delaware (the “Trust”).
CUSTODIAN AGREEMENTCustodian Agreement • May 31st, 2024 • Fidelity Ethereum Fund • Finance services
AMENDMENT TO TRANSFER AGENCY AND SERVICE AGREEMENTTransfer Agency and Service Agreement • May 31st, 2024 • Fidelity Ethereum Fund • Finance services • Massachusetts
This Amendment (“Amendment”) to the Transfer Agency and Service Agreement entered into by and among State Street Bank and Trust Company (“State Street” or the “Transfer Agent”), FD Funds Management LLC, as sponsor (“Sponsor”) on behalf of each of the companies listed on Appendix A to the Agreement (as defined below) (each, a “Company” and collectively the “Companies”), and the Sponsor on its own behalf solely with respect to Section 2 to the Agreement dated and effective as of December 28, 2023 (as amended, modified, or supplemented from time to time, the “Agreement”) is hereby entered into and effective as of May 23, 2024. Terms used but not otherwise defined herein shall have the meanings ascribed to them in the Agreement.
FEE WAIVER AGREEMENTFee Waiver Agreement • July 17th, 2024 • Fidelity Ethereum Fund • Finance services • Delaware
THIS FEE WAIVER AGREEMENT (this “Agreement”) is entered into between Fidelity Ethereum Fund, a Delaware statutory trust (the “Trust”), and FD Funds Management LLC, a Delaware limited liability company (the “Sponsor”), as of June 10, 2024.
ACCESSION AGREEMENTAccession Agreement • May 31st, 2024 • Fidelity Ethereum Fund • Finance services
This Accession Agreement (this “Accession Agreement”) is entered into as of May 23, 2024 by the undersigned (the “New Company”), pursuant to the terms of that certain Custodian Agreement dated as of December 11, 2009 (as amended, restated and/or modified from time to time, the “Agreement”) by and among STATE STREET BANK AND TRUST COMPANY (the “Custodian”) and those funds, investment vehicles and other entities set forth on Appendix A thereto, severally and not jointly (each such entity, a “Company”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Agreement. By the execution of this Accession Agreement, the New Company hereby agrees (a) to become bound by all of the terms and conditions and provisions of the Agreement as a Company and (b) adopts the Agreement with the same force and effect as if the New Company were originally a party thereto.
AMENDMENT TO ADMINISTRATION AGREEMENTAdministration Agreement • June 21st, 2024 • Fidelity Ethereum Fund • Finance services • Massachusetts
This Amendment (“Amendment”) to the Administration Agreement entered into by and among FD Funds Management LLC, as sponsor (“Sponsor”) on behalf of each entity listed on Appendix “A” to the Agreement (as defined below) (each, a “Fund”), Fidelity Service Company, Inc., a Massachusetts corporation (the “Administrator”), and the Sponsor on its own behalf solely with respect to Sections 3 and 4 to the Agreement dated and effective as of December 28, 2023 (as amended, modified, or supplemented from time to time, the “Agreement”) is hereby entered into and effective as of May 24, 2024. Terms used but not otherwise defined herein shall have the meanings ascribed to them in the Agreement.
