Exhibit (g)(5)
FORM OF
ADDENDUM TO CUSTODIAN AGREEMENT
[Fidelity Funds Letterhead]
The Bank of New York
00 Xxxxxxxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attn: Xxxxxxx X. Grunston
Re: Addendum to Custodian Agreement, effective ___ __, 199_, between
Fidelity Oxford Street Trust, on behalf of its series portfolio
known as Fidelity Four-in-One Index Fund, and The Bank of New York
Dear Sirs and Mesdames:
This letter agreement shall serve as an addendum to the Custodian
Agreement (the "Custodian Agreement"), effective ___ __. 199_, between
Fidelity Oxford Street Trust (the "Fund"), on behalf of its series
portfolio, Fidelity Four-in-One Index Fund (the "Portfolio", and The
Bank of New York (the "Custodian"). This Addendum shall also apply to
any future portfolio of the Fund added to Appendix A in accordance
with the terms of the Custodian Agreement. Capitalized terms not
otherwise defined herein shall have the meanings specified in the
Custodian Agreement.
The Portfolio seeks to meet its investment objective by investing
primarily in shares of other open-end mutual funds (the "Underlying
Funds") managed by Fidelity Management & Research Company ("FMR") or
its affiliates or successors. The Fund, on behalf of the Portfolio,
and the Custodian hereby agree that the Bank shall maintain custody of
the Portfolios' investments in Underlying Fund shares in accordance
with the following provisions:
1. Manner of Holding Underlying Fund Shares. Notwithstanding the
provisions of Section 2.02 of the Custodian Agreement, the Custodian
is hereby authorized to maintain the shares of the Underlying Funds
owned by the Portfolio in book entry form directly with the transfer
agent or a designated sub-transfer agent of each such Underlying Fund
(an "Underlying Fund Transfer Agent"), subject to and in accordance
with the following provisions:
a. Such Underlying Fund shares shall be maintained in separate
custodian accounts for such Freedom in the Custodian's name or
nominee, as custodian for such Portfolio.
b. The Custodian will implement appropriate control procedures (the
"Control Procedures") to ensure that (i) only authorized personnel of
the Custodian will be authorized to give instructions to an Underlying
Fund Transfer Agent in connection with the Portfolio's purchase or
sale of Underlying Fund shares, and (ii) that confirmations received
from the Underlying Fund Transfer Agents are properly affirmed through
the Custodian's standard affirmation matching procedure.
2. Purchases of Underlying Fund Shares. Notwithstanding the
provisions of Section 2.03 of the Custodian Agreement, upon receipt of
Proper Instructions, the Custodian shall pay for and receive
Underlying Fund shares purchased for the account of the Portfolio,
provided that (i) the Custodian shall only send instructions to
purchase such shares to an Underlying Fund Transfer Agent in
accordance with the Control Procedures ("Purchase Instructions") upon
receipt of matching instructions from FMR's custody operations, on the
one hand, and FMR's trading operations, on the other, and (ii) the
Custodian shall release funds to an Underlying Fund Transfer Agent
only after receiving confirmation from such Underlying Fund Transfer
Agent that it has received the Purchase Instructions.
3. Sales of Underlying Fund Shares. Notwithstanding the provisions
of Section 2.05 of the Custodian Agreement, upon receipt of Proper
Instructions, the Custodian shall release Underlying Fund shares sold
for the account of the Portfolio, provided that the Custodian shall
only send instructions to sell such shares to an Underlying Fund
Transfer Agent in accordance with the Control Procedures upon receipt
of matching instructions from FMR's custody operations, on the one
hand, and FMR's trading operations, on the other.
4. Fee Schedule. Notwithstanding the provisions of the fee schedule
currently in effect pursuant to Article VI of the Custodian Agreement,
the Custodian will charge the Portfolio $__ for each transaction in
Underlying Fund shares by such Portfolio. Such $__ transaction fee
will cover all services (other than corresponding wire transfers) to
be performed by the Custodian in connection with transactions in
Underlying Fund shares by the Portfolio. All other account activity
by the Portfolio will be charged in accordance with the fee schedule
in effect from time to time in accordance with the terms of Article VI
of the Custodian Agreement, provided that, notwithstanding anything
herein to the contrary, the Custodian will not charge any Asset Fee on
the Portfolio accounts.
5. Other Provisions of the Custodian Agreement Remain in Effect.
The terms of this Addendum apply solely to shares of the Underlying
Funds held in custody by the Custodian on behalf of the Portfolio.
Notwithstanding anything herein to the contrary, this Addendum shall
not apply to any investment company listed on Appendix "A" attached to
the Custodian Agreement, other than the Fund on behalf of the
Portfolios, and this Addendum shall have no force or effect upon the
terms and conditions of the Custodian Agreement, except to the extent
such terms and conditions are expressly modified or supplemented by
the provisions of this Addendum in respect of shares of the Underlying
Funds held by the Portfolio.
If you are in agreement with the foregoing, please execute the
enclosed counterpart to this letter and return it to the undersigned,
whereupon this letter shall become an binding Addendum to the
Custodian Agreement, enforceable by the Custodian and the Fund in
accordance with its terms.
FIDELITY OXFORD STREET TRUST, on behalf of Fidelity Four-in-One Index
Fund
[SIGNATURE LINES OMITTED]
