Custodian Agreement made as of the 1st day of January, 2007 between each of the Investment Companies listed on Appendix “A” thereto, (each a “Fund” and collectively the “Funds”) and State Street Bank and Trust Company (the “Custodian”), and the ETF...
June 1, 2023
State Street Bank and Trust Company
Channel Center Building CCB/5
Boston, MA 02111
Re:
Custodian Agreement made as of the 1st day of January, 2007 between each of the Investment Companies listed on Appendix “A” thereto, (each a “Fund” and collectively the “Funds”) and State Street Bank and Trust Company (the “Custodian”), and the ETF Custody Side Letter Agreement (the “Side Letter Agreement”) to the Custodian Agreement dated October 11, 2013.
Ladies and Gentlemen:
This letter and the enclosed (i) Appendix “A” to the Custodian Agreement (“Appendix A”) and (ii) Schedule A to the Side Letter Agreement (“Schedule A”), are being delivered to the Custodian pursuant to Section 9.06 of the Custodian Agreement and Section 5 of the Side Letter Agreement, respectively.
The following investment companies, which are exchange traded funds, desire to become a party to the Custodian Agreement and the Side Letter Agreement, and the Custodian desires to provide the services set forth in the Custodian Agreement and the Side Letter Agreement to such funds, effective June 9, 2023, for the Disruptive Funds and June 16, 2023, for the Disruptors’ fund:
| Fidelity Disruptive Automation ETF | Fidelity Disruptive Communications ETF |
| Fidelity Disruptive Finance ETF | Fidelity Disruptive Medicine ETF |
| Fidelity Disruptive Technology ETF | Fidelity Disruptors ETF |
When Appendix A and Schedule A are countersigned by the Custodian, the funds noted above shall each become a “Fund” and a “Fidelity ETF” under the Custodian Agreement and the Side Letter Agreement and shall be bound by all terms and conditions and provisions of the Custodian Agreement and the Side Letter Agreement including, without limitation, the representations and warranties set forth in Section 9.04(a) of the Custodian Agreement.
If you are in agreement with the foregoing, please countersign the enclosed copies of Appendix A and Schedule A and return them to the undersigned.
Sincerely,
Xxxxxx X. Xxxxx Xxxx
Xxxxxx X. Xxxxx Xxxx
Legal Product Manager
SCHEDULE A
SIDE LETTER AGREEMENT
DATED OCTOBER 11, 2013
Effective as of June 9, 2023, and June 16, 2023
| Fund # | Trust | Fund Name |
| 1283 | Fidelity Commonwealth Trust | Fidelity NASDAQ Composite Index ETF |
| 6157 | Fidelity Blue Chip Growth ETF | |
| 6190 | Fidelity Blue Chip Value ETF | |
| 6442 | Fidelity Clean Energy ETF | |
| 6443 | Fidelity Cloud Computing ETF | |
| 6565 | Fidelity Crypto Industry and Digital Payments ETF | |
| 6995 | Fidelity Disruptive Automation ETF | |
| 6996 | Fidelity Disruptive Communications ETF | |
| 6997 | Fidelity Disruptive Finance ETF | |
| 6998 | Fidelity Disruptive Medicine ETF | |
| 6999 | Fidelity Disruptive Technology ETF | |
| 7027 | Fidelity Covington Trust | Fidelity Disruptors ETF |
| 2854 | Fidelity Covington Trust | Fidelity Dividend ETF for Rising Rates |
| 6444 | Fidelity Covington Trust | Fidelity Digital Health ETF |
| 6445 | Fidelity Covington Trust | Fidelity Electric Vehicles and Future Transportation ETF |
| 3354 | Fidelity Covington Trust | Fidelity Emerging Markets Multifactor ETF |
| 6339 | Fidelity Covington Trust | Fidelity Growth Opportunities ETF |
| 2853 | Fidelity Covington Trust | Fidelity High Dividend ETF |
| 3088 | Fidelity Covington Trust | Fidelity High Yield Factor ETF |
| 3063 | Fidelity Covington Trust | Fidelity International High Dividend ETF |
| 3355 | Fidelity Covington Trust | Fidelity International Multifactor ETF |
| 3064 | Fidelity Covington Trust | Fidelity International Value Factor ETF |
| 2855 | Fidelity Covington Trust | Fidelity Low Volatility Factor ETF |
| 6340 | Fidelity Covington Trust | Fidelity Magellan ETF |
| 6566 | Fidelity Covington Trust | Fidelity Metaverse ETF |
| 2856 | Fidelity Covington Trust | Fidelity Momentum Factor ETF |
| 2574 | Fidelity Covington Trust | Fidelity MSCI Communication Services Index ETF |
| 2566 | Fidelity Covington Trust | Fidelity MSCI Consumer Discretionary Index ETF |
| 2567 | Fidelity Covington Trust | Fidelity MSCI Consumer Staples Index ETF |
| 2568 | Fidelity Covington Trust | Fidelity MSCI Energy Index ETF |
| 2569 | Fidelity Covington Trust | Fidelity MSCI Financials Index ETF |
| 2570 | Fidelity Covington Trust | Fidelity MSCI Health Care Index ETF |
| 2571 | Fidelity Covington Trust | Fidelity MSCI Industrials Index ETF |
| 2572 | Fidelity Covington Trust | Fidelity MSCI Information Technology Index ETF |
| 2573 | Fidelity Covington Trust | Fidelity MSCI Materials Index ETF |
| 2735 | Fidelity Covington Trust | Fidelity MSCI Real Estate Index ETF |
| 2575 | Fidelity Covington Trust | Fidelity MSCI Utilities Index ETF |
| 6079 | Fidelity Covington Trust | Fidelity New Millennium ETF |
| 6414 | Fidelity Covington Trust | Fidelity Preferred Securities & Income ETF |
| 2857 | Fidelity Covington Trust | Fidelity Quality Factor ETF |
| 6341 | Fidelity Covington Trust | Fidelity Real Estate Investment ETF |
| 6342 | Fidelity Covington Trust | Fidelity Small-Mid Cap Opportunities ETF |
| 3356 | Fidelity Covington Trust | Fidelity Small-Mid Multifactor ETF |
| 5027 | Fidelity Covington Trust | Fidelity Stocks for Inflation ETF |
| 6508 | Fidelity Covington Trust | Fidelity Sustainable High Yield ETF |
| 6415 | Fidelity Covington Trust | Fidelity Sustainable U.S. Equity ETF (f/k/a Fidelity Sustainability U.S. Equity ETF) |
| 6044 | Fidelity Covington Trust | Fidelity U.S. Multifactor ETF |
| 2858 | Fidelity Covington Trust | Fidelity Value Factor ETF |
| 6416 | Fidelity Covington Trust | Fidelity Women’s Leadership ETF |
| 0000 | Xxxxxxxx Xxxxxxxxx Xxxxxx Trust | Fidelity Corporate Bond ETF |
| 0000 | Xxxxxxxx Xxxxxxxxx Xxxxxx Trust | Fidelity Investment Grade Bond ETF |
| 0000 | Xxxxxxxx Xxxxxxxxx Xxxxxx Trust | Fidelity Investment Grade Securitized ETF |
| 0000 | Xxxxxxxx Xxxxxxxxx Xxxxxx Trust | Fidelity Limited Term Bond ETF |
| 0000 | Xxxxxxxx Xxxxxxxxx Xxxxxx Trust | Fidelity Low Duration Bond Factor ETF |
| 0000 | Xxxxxxxx Xxxxxxxxx Xxxxxx Trust | Fidelity Sustainable Core Plus Bond ETF |
| 0000 | Xxxxxxxx Xxxxxxxxx Xxxxxx Trust | Fidelity Sustainable Low Duration Bond ETF |
| 0000 | Xxxxxxxx Xxxxxxxxx Xxxxxx Trust | Fidelity Tactical Bond ETF |
| 0000 | Xxxxxxxx Xxxxxxxxx Xxxxxx Trust | Fidelity Total Bond ETF |
| |
| Each of the Investment Companies Listed Above, on behalf of each of their Respective Portfolios By: /s/Xxxxx Xxxxx Xxxxx Xxxxx Deputy Treasurer, Fidelity Equity and High Income Funds Assistant Treasurer, Fidelity Fixed Income and Asset Allocation Funds |
| |
| State Street Bank and Trust Company By: /s/Xxxxx X’Xxxxx Name: Xxxxx X’Xxxxx Title Vice President |
