Fidelity Colchester Street Trust Sample Contracts

AMENDED and RESTATED GENERAL DISTRIBUTION AGREEMENT between COLCHESTER STREET TRUST and FIDELITY DISTRIBUTORS CORPORATION
General Distribution Agreement • May 30th, 2007 • Fidelity Colchester Street Trust • Massachusetts

Agreement made this 1st day of May, 2006, between Colchester Street Trust, a Delaware statutory trust having its principal place of business in Boston, Massachusetts and which may issue one or more series of beneficial interest ("Issuer"), with respect to shares of Treasury Portfolio, a series of the Issuer, and Fidelity Distributors Corporation, a Massachusetts corporation having its principal place of business in Boston, Massachusetts ("Distributors").

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AMENDED AND RESTATED SUB-ADVISORY AGREEMENT between FIDELITY MANAGEMENT & RESEARCH COMPANY and FMR INVESTMENT MANAGEMENT (U.K.) LIMITED
Sub-Advisory Agreement • May 28th, 2015 • Fidelity Colchester Street Trust • Massachusetts

AGREEMENT AMENDED and RESTATED as of this 1st day of April 2015, by and between Fidelity Management & Research Company, a Massachusetts corporation with principal offices at 245 Summer Street, Boston, Massachusetts (hereinafter called the "Advisor"), and FMR Investment Management (U.K.) Limited (hereinafter called the "Sub-Advisor").

AMENDED and RESTATED MANAGEMENT CONTRACT
Management Contract • May 26th, 2020 • Fidelity Colchester Street Trust • Massachusetts

AGREEMENT AMENDED and RESTATED as of this 1st day of January, 2020, by and between Fidelity Colchester Street Trust, a Delaware statutory trust which may issue one or more series of shares of beneficial interest (hereinafter called the “Trust”), on behalf of Prime Reserves Portfolio (hereinafter called the “Fund”), and Fidelity Management & Research Company LLC, a Delaware limited liability company (hereinafter called the “Adviser”) as set forth in its entirety below.

AMENDED and RESTATED GENERAL DISTRIBUTION AGREEMENT between COLCHESTER STREET TRUST and FIDELITY DISTRIBUTORS CORPORATION
General Distribution Agreement • May 30th, 2007 • Fidelity Colchester Street Trust • Massachusetts

Agreement made this 1st day of May, 2006, between Colchester Street Trust, a Delaware statutory trust having its principal place of business in Boston, Massachusetts and which may issue one or more series of beneficial interest ("Issuer"), with respect to shares of Prime Money Market Portfolio, a series of the Issuer, and Fidelity Distributors Corporation, a Massachusetts corporation having its principal place of business in Boston, Massachusetts ("Distributors").

AMENDED and RESTATED GENERAL DISTRIBUTION AGREEMENT between FIDELITY COLCHESTER STREET TRUST and FIDELITY DISTRIBUTORS COMPANY LLC
General Distribution Agreement • May 26th, 2020 • Fidelity Colchester Street Trust • Massachusetts

AGREEMENT AMENDED and RESTATED as of this 1st day of January, 2020, between Fidelity Colchester Street Trust, a Delaware statutory trust having its principal place of business in Boston, Massachusetts and which may issue one or more series of beneficial interest (“Issuer”), with respect to shares of Treasury Only Portfolio, a series of the Issuer, and Fidelity Distributors Company LLC, a Delaware limited liability company having its principal place of business in Smithfield, Rhode Island (“Distributors”).

Exhibit 8(a) FORM OF CUSTODIAN AGREEMENT Dated as of: _____________ Between Each of the Investment Companies Listed on Appendix "A" Attached Hereto and The Bank of New York TABLE OF CONTENTS ARTICLE Page I. APPOINTMENT OF CUSTODIAN 1 II. POWERS AND...
Custodian Agreement • May 29th, 1998 • Colchester Street Trust

Each of the Investment Companies Listed on Appendix "A" to the Custodian Agreement, on Behalf of each of Their Respective Portfolios [Signature Line Omitted] Appendix "C" to the Custodian Agreement Between Each of the Investment Companies Listed on Appendix "A" Thereto And THE BANK of NEW YORK Dated as of __________ PROCEDURES RELATING TO CUSTODIAN'S SECURITY INTEREST As security for any Overdrafts (as defined in the Custodian Agreement) of any Portfolio, the applicable Fund, on behalf of such Portfolio, shall pledge, assign and grant to the Custodian a security interest in Collateral (as hereinafter defined), under the terms, circumstances and conditions set forth in this Appendix "C". Section 1. Defined Terms. As used in this Appendix "C" the following terms shall have the following respective meanings: (a) "Business Day" shall mean any day that is not a Saturday, a Sunday or a day on which the Custodian is closed for business. (b) "Collateral" shall mean, with respect to any Portfol

SELLING DEALER AGREEMENT (for Bank Related Transactions)
Selling Dealer Agreement • May 26th, 2006 • Fidelity Colchester Street Trust • Massachusetts

We at Fidelity Distributors Corporation invite you to distribute shares of the mutual funds, or the separate series or classes of the mutual funds, listed on Schedule A and B attached to this Agreement (the "Portfolios"). We may periodically change the list of Portfolios by giving you written notice of the change. We are the Portfolios' principal underwriter and, as agent for the Portfolios, we offer to sell Portfolio shares to you on the following terms:

SUB-ADVISORY AGREEMENT between FIDELITY INVESTMENTS MONEY MANAGEMENT, INC. and FIDELITY MANAGEMENT & RESEARCH COMPANY
Sub-Advisory Agreement • May 27th, 2016 • Fidelity Colchester Street Trust • Massachusetts

AGREEMENT made this 10th day of March, 2016, by and between Fidelity Investments Money Management, Inc., a New Hampshire corporation with principal offices at 245 Summer Street, Boston, Massachusetts (hereinafter called the ‘‘Sub-Adviser”) and Fidelity Management & Research Company, a Massachusetts corporation with principal offices at 245 Summer Street, Boston, Massachusetts (hereinafter called the ‘‘Adviser”).

BANK AGENCY AGREEMENT
Bank Agency Agreement • May 26th, 2006 • Fidelity Colchester Street Trust • Massachusetts

We at Fidelity Distributors Corporation offer to make available to your customers shares of the mutual funds, or the separate series or classes of the mutual funds, listed on Schedule A attached to this Agreement (the "Portfolios"). We may periodically change the list of Portfolios by giving you written notice of the change. We are the Portfolios' principal underwriter and act as agent for the Portfolios. You (____________________________________) are a division or affiliate of a bank (____________________________________) and desire to make Portfolio shares available to your customers on the following terms:

AMENDED AND RESTATED FIXED-INCOME SUB-RESEARCH AGREEMENT between FIDELITY INTERNATIONAL INVESTMENT ADVISORS (U.K.) LIMITED and FIDELITY INTERNATIONAL INVESTMENT ADVISORS
Fixed-Income Sub-Research Agreement • January 13th, 2010 • Fidelity Colchester Street Trust • Massachusetts

AGREEMENT made this 1st of August, 2007, by and between Fidelity International Investment Advisors (U.K.) Limited, 27-28 Lovat Lane, London, England (hereinafter called the "U.K. Sub-Advisor") and Fidelity International Investment Advisors, a Bermuda company with principal offices at Pembroke Hall, Pembroke, Bermuda (hereinafter called the "Foreign Sub-Advisor").

AMENDED and RESTATED MANAGEMENT CONTRACT
Management Contract • May 26th, 2020 • Fidelity Colchester Street Trust

AGREEMENT AMENDED and RESTATED as of this 1st day of January, 2020, by and between Fidelity Colchester Street Trust, a Delaware statutory trust which may issue one or more series of shares of beneficial interest (hereinafter called the “Trust”), on behalf of Government Portfolio (hereinafter called the “Portfolio”) and Fidelity Management & Research Company LLC, a Delaware limited liability company (hereinafter called the “Adviser”).

MANAGEMENT CONTRACT between FIDELITY COLCHESTER STREET TRUST: Prime Money Market Portfolio and FIDELITY MANAGEMENT & RESEARCH COMPANY
Management Contract • March 20th, 2008 • Fidelity Colchester Street Trust

AGREEMENT AMENDED and RESTATED as of the 1st day of December, 2007, by and between Fidelity Colchester Street Trust, a Delaware statutory trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Trust"), on behalf of Domestic Money Market Portfolio (hereinafter called the "Portfolio") and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the "Adviser").

MANAGEMENT CONTRACT between FIDELITY COLCHESTER STREET TRUST: PRIME RESERVES PORTFOLIO and FIDELITY MANAGEMENT & RESEARCH COMPANY
Management Contract • May 27th, 2016 • Fidelity Colchester Street Trust • Massachusetts

AGREEMENT made this10th day of March, 2016, by and between Fidelity Colchester Street Trust, a Delaware statutory trust which may issue one or more series of shares of beneficial interest (hereinafter called the “Trust”), on behalf of Prime Reserves Portfolio (hereinafter called the “Fund”), and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the “Adviser”) as set forth in its entirety below.

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Schedule A Trusts and Portfolios Covered by the Amended and Restated Master International Fixed-Income Research Agreement dated as of August 1, 2007 between Fidelity International Investment Advisors (currently known as FIL Investment Advisors) and...
Master International Fixed-Income Research Agreement • May 28th, 2010 • Fidelity Colchester Street Trust

Fidelity Investments Money Management, Inc. Fidelity International Investment Advisors (currently known as FIL Investment Advisors)

Exhibit 5(i) SUB-ADVISORY AGREEMENT between FMR TEXAS INC. and FIDELITY MANAGEMENT & RESEARCH COMPANY AGREEMENT made this 30th day of May, 1997 by and between FMR Texas Inc., a Texas corporation with principal offices at 400 East Las Colinas...
Sub-Advisory Agreement • March 24th, 1998 • Colchester Street Trust

Exhibit 5(i) SUB-ADVISORY AGREEMENT between FMR TEXAS INC. and FIDELITY MANAGEMENT & RESEARCH COMPANY AGREEMENT made this 30th day of May, 1997 by and between FMR Texas Inc., a Texas corporation with principal offices at 400 East Las Colinas Boulevard, Irving, Texas (hereinafter called the "Sub-Adviser") and Fidelity Management & Research Company, a Massachusetts corporation with principal offices at 82 Devonshire Street, Boston, Massachusetts (hereinafter called the "Adviser"). WHEREAS the Adviser has entered into a Management Contract with Fidelity Institutional Cash Portfolios, a Delaware business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Fund"), on behalf of Treasury Only Portfolio (hereinafter called the "Portfolio"), pursuant to which the Adviser is to act as investment manager and adviser to the Portfolio, and WHEREAS the Sub-Adviser was formed for the purpose of providing investment management of money market mutual funds

Exhibit 5(m) Form of MANAGEMENT CONTRACT between COLCHESTER STREET TRUST TAX- EXEMPT PORTFOLIO and FIDELITY MANAGEMENT & RESEARCH COMPANY AGREEMENT made as of the _______________, by and between Colchester Street Trust a Delaware business trust which...
Management Contract • May 29th, 1998 • Colchester Street Trust

Exhibit 5(m) Form of MANAGEMENT CONTRACT between COLCHESTER STREET TRUST TAX-EXEMPT PORTFOLIO and FIDELITY MANAGEMENT & RESEARCH COMPANY AGREEMENT made as of the _______________, by and between Colchester Street Trust a Delaware business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Trust"), on behalf of Tax-Exempt Portfolio hereinafter called the "Portfolio") and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the "Adviser"). 1. (a) Investment Advisory Services. The Adviser undertakes to act as investment adviser of the Portfolio and shall, subject to the supervision of the Fund's Board of Trustees, direct the investments of the Portfolio in accordance with the investment objective, policies and limitations as provided in the Portfolio's Prospectus or other governing instruments, as amended from time to time, the Investment Company Act of 1940 and rules thereunder, as amended from time to time

MANAGEMENT CONTRACT BETWEEN FIDELITY COLCHESTER STREET TRUST: TREASURY ONLY PORTFOLIO AND FIDELITY MANAGEMENT & RESEARCH COMPANY
Management Contract • March 20th, 2008 • Fidelity Colchester Street Trust • Massachusetts

AGREEMENT AMENDED and RESTATED as of this 1st day of December, 2007, by and between Fidelity Colchester Street Trust, a Delaware statutory trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Trust"), on behalf of Treasury Only Portfolio (hereinafter called the "Portfolio"), and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the "Adviser"), as set forth in its entirety below.

EXHIBIT 5(K) MANAGEMENT CONTRACT BETWEEN FIDELITY MONEY MARKET TRUST RATED MONEY MARKET AND FIDELITY MANAGEMENT & RESEARCH COMPANY Amendment made this 1st day of January, 1998, by and between Fidelity Money Market Trust, a Delaware business trust...
Management Contract • March 24th, 1998 • Colchester Street Trust

EXHIBIT 5(K) MANAGEMENT CONTRACT BETWEEN FIDELITY MONEY MARKET TRUST RATED MONEY MARKET AND FIDELITY MANAGEMENT & RESEARCH COMPANY Amendment made this 1st day of January, 1998, by and between Fidelity Money Market Trust, a Delaware business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Fund"), on behalf of Rated Money Market Portfolio (hereinafter called the "Portfolio"), and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the "Adviser"), as set forth in its entirety below. Required authorization and approval by shareholders and Trustees having been obtained, the Fund, on behalf of the Portfolio, and the Adviser hereby consent, pursuant to Paragraph 5 of the existing Management Contract dated December 29, 1994, to an amendment of said Contract in the manner set forth below. The Amended Management Contract when executed by duly authorized officers of the Fund and Adviser, will take effect on the

Exhibit 5(j) FORM OF MANAGEMENT CONTRACT BETWEEN FIDELITY INSTITUTIONAL CASH PORTFOLIOS: TREASURY ONLY PORTFOLIO AND FIDELITY MANAGEMENT & RESEARCH COMPANY Amendment made this __ day of _______, 199_, by and between Fidelity Institutional Cash...
Management Contract • May 29th, 1997 • Fidelity Institutional Cash Portfolios

Exhibit 5(j) FORM OF MANAGEMENT CONTRACT BETWEEN FIDELITY INSTITUTIONAL CASH PORTFOLIOS: TREASURY ONLY PORTFOLIO AND FIDELITY MANAGEMENT & RESEARCH COMPANY Amendment made this __ day of _______, 199_, by and between Fidelity Institutional Cash Portfolios, a Delaware business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Fund"), on behalf of Treasury Only Portfolio (hereinafter called the "Portfolio"), and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the "Adviser"), as set forth in its entirety below. Required authorization and approval by shareholders and Trustees having been obtained, the Fund, on behalf of the Portfolio, and the Adviser hereby consent, pursuant to Paragraph 6 of the existing Management Contract dated September 30, 1993, to an amendment of said Contract in the manner set forth below. The Amended Management Contract shall, when executed by duly authorized officers of the Fun

Exhibit 4 FORM OF AGREEMENT AND PLAN OF REORGANIZATION AND LIQUIDATION THIS AGREEMENT AND PLAN OF REORGANIZATION AND LIQUIDATION (the Agreement) is made as of the 22nd day of April, 1996 by and among Fidelity Institutional Investors Trust, a Delaware...
Agreement and Plan of Reorganization and Liquidation • March 22nd, 1996 • Fidelity Institutional Cash Portfolios

Exhibit 4 FORM OF AGREEMENT AND PLAN OF REORGANIZATION AND LIQUIDATION THIS AGREEMENT AND PLAN OF REORGANIZATION AND LIQUIDATION (the Agreement) is made as of the 22nd day of April, 1996 by and among Fidelity Institutional Investors Trust, a Delaware business trust, on behalf of State and Local Asset Management Series: Government Money Market Portfolio (SLAM), a series of Fidelity Institutional Investors Trust and Fidelity Institutional Cash Portfolios (FICP), a Delaware business trust, on behalf of Treasury, a series of FICP. Fidelity Institutional Investors Trust and FICP may be referred to herein collectively as the "Trusts" or each individually as a "Trust." Treasury and SLAM may be referred to herein collectively as the "Funds" or each individually as the "Fund." This Agreement is intended to be, and is adopted as, a plan of reorganization within the meaning of section 368(a)(1)(C) of the United States Internal Revenue Code of 1986, as amended (the Code). The reorganization will c

EXHIBIT 5(K) FORM OF MANAGEMENT CONTRACT BETWEEN COLCHESTER STREET TRUST RATED MONEY MARKET PORTFOLIO AND FIDELITY MANAGEMENT & RESEARCH COMPANY Amendment made this ____ day of _____, 1998, by and between Colchester Street Trust, a Delaware business...
Management Contract • May 29th, 1998 • Colchester Street Trust

EXHIBIT 5(K) FORM OF MANAGEMENT CONTRACT BETWEEN COLCHESTER STREET TRUST RATED MONEY MARKET PORTFOLIO AND FIDELITY MANAGEMENT & RESEARCH COMPANY Amendment made this ____ day of _____, 1998, by and between Colchester Street Trust, a Delaware business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Fund"), on behalf of Rated Money Market Portfolio (hereinafter called the "Portfolio"), and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the "Adviser"), as set forth in its entirety below. 1. (a) Investment Advisory Services. The Adviser undertakes to act as investment adviser of the Portfolio and shall, subject to the supervision of the Fund's Board of Trustees, direct the investments of the Portfolio in accordance with the investment objective, policies and limitations as provided in the Portfolio's Prospectus or other governing instruments, as amended from time to time, the Investment Company Act o

MANAGEMENT CONTRACT between COLCHESTER STREET TRUST TAX-EXEMPT PORTFOLIO and FIDELITY MANAGEMENT & RESEARCH COMPANY
Management Contract • May 22nd, 2003 • Colchester Street Trust

AGREEMENT made as of the 29th day of May 1998, by and between Colchester Street Trust a Delaware business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Fund"), on behalf of Tax-Exempt Portfolio (hereinafter called the "Portfolio") and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the "Adviser").

Exhibit 5(i) FORM OF SUB-ADVISORY AGREEMENT between FMR TEXAS INC. and FIDELITY MANAGEMENT & RESEARCH COMPANY AGREEMENT made this ___ day of ___, 1997 by and between FMR Texas Inc., a Texas corporation with principal offices at 400 East Las Colinas...
Sub-Advisory Agreement • May 29th, 1997 • Fidelity Institutional Cash Portfolios

Exhibit 5(i) FORM OF SUB-ADVISORY AGREEMENT between FMR TEXAS INC. and FIDELITY MANAGEMENT & RESEARCH COMPANY AGREEMENT made this ___ day of ___, 1997 by and between FMR Texas Inc., a Texas corporation with principal offices at 400 East Las Colinas Boulevard, Irving, Texas (hereinafter called the "Sub-Adviser") and Fidelity Management & Research Company, a Massachusetts corporation with principal offices at 82 Devonshire Street, Boston, Massachusetts (hereinafter called the "Adviser"). WHEREAS the Adviser has entered into a Management Contract with Fidelity Institutional Cash Portfolios, a Delaware business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Fund"), on behalf of Treasury Only (hereinafter called the "Portfolio"), pursuant to which the Adviser is to act as investment manager and adviser to the Portfolio, and WHEREAS the Sub-Adviser was formed for the purpose of providing investment management of money market mutual funds, b

AMENDED and RESTATED MANAGEMENT CONTRACT
Management Contract • May 26th, 2020 • Fidelity Colchester Street Trust

AGREEMENT AMENDED and RESTATED as of this 1st day of January, 2020, by and between Fidelity Colchester Street Trust a Delaware statutory trust which may issue one or more series of shares of beneficial interest (hereinafter called the “Trust”), on behalf of Tax-Exempt Portfolio (hereinafter called the “Portfolio”) and Fidelity Management & Research Company LLC, a Delaware limited liability company (hereinafter called the “Adviser”).

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