MANAGEMENT CONTRACT between FIDELITY COVINGTON TRUST: FIDELITY MSCI MATERIALS INDEX ETF and FIDELITY SELECTCO, LLCManagement Contract • October 18th, 2013 • Fidelity Covington Trust • Massachusetts
AGREEMENT made this 17th day of September, 2013, by and between Fidelity Covington Trust, a Massachusetts business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Trust"), on behalf of Fidelity MSCI Materials Index ETF (hereinafter called the "Fund"), and Fidelity SelectCo, LLC, a Delaware limited liability company (hereinafter called the "Adviser") as set forth in its entirety below.
GENERAL DISTRIBUTION AGREEMENT between FIDELITY COVINGTON TRUST and FIDELITY DISTRIBUTORS CORPORATIONGeneral Distribution Agreement • October 18th, 2013 • Fidelity Covington Trust • Massachusetts
Agreement made this 17th day of September, 2013, between Fidelity Covington Trust, a Massachusetts business 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 Fidelity MSCI Energy Index ETF, a series of the Issuer, and Fidelity Distributors Corporation, a Massachusetts corporation having its principal place of business in Smithfield, Rhode Island ("Distributors").
FORM OF AUTHORIZED PARTICIPANT AGREEMENTAuthorized Participant Agreement • October 18th, 2013 • Fidelity Covington Trust • Massachusetts
This Authorized Participant Agreement (the "Agreement") is entered into between Fidelity Distributors Corporation (the "Distributor") and [________________________________________] (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 Covington Trust, Fidelity Merrimack Street Trust and Fidelity Commonwealth Trust, (collectively the "Trusts") and each series thereof structured as an exchange-traded fund (each, a "Fund," and collectively, the "Funds") 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 each Fund (together with the Statement of Additional Information ("SAI") incorporated therein, the "Prospectus").
FORM OF INVESTMENT SUB-ADVISORY AND ETF SERVICES AGREEMENT AMONG FIDELITY SELECTCO, LLC, BLACKROCK FUND ADVISORS AND FIDELITY COVINGTON TRUSTInvestment Sub-Advisory and Etf Services Agreement • October 18th, 2013 • Fidelity Covington Trust • Massachusetts
AGREEMENT, made this __th day of ____, ____, among Fidelity Covington Trust ("Trust"), a Massachusetts business trust, on behalf of the individual series listed on Schedule C (the "Funds"), Fidelity SelectCo, LLC ("Adviser"), a Delaware limited liability company, and BlackRock Fund Advisors ("Sub-Adviser"), a California corporation.
Form Of [ETF TRUST] PARTICIPATION AGREEMENTParticipation Agreement • October 18th, 2013 • Fidelity Covington Trust
This Participation Agreement (the "Agreement") is made as of the date set forth below between [ETF Trust] (the "Trust") on behalf of each series of the Trust listed on Annex A hereto (as may be amended from time to time by the Trust), and _____________________________ (the "________________"), on behalf of each of its series (each, an "Investing Fund").
TRANSFER AGENCY AND SERVICE AGREEMENTTransfer Agency and Service Agreement • October 18th, 2013 • Fidelity Covington Trust • Massachusetts
THIS AGREEMENT is made as of the 11th day of October, 2013, by and between State Street Bank and Trust Company ("State Street" or the "Transfer Agent") and each of the Investment Companies Listed on Appendix "A" hereto, as the same may be amended from time to time (each a "Trust" and collectively the "Trusts").
FIDELITY LETTERHEAD] October 11, 2013 State Street Bank and Trust Company Boston, MA 02111Custodian Agreement • October 18th, 2013 • Fidelity Covington Trust
Re: Custodian Agreement (as amended and in effect from time to time, the "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").
MANAGEMENT CONTRACT between FIDELITY COVINGTON TRUST: FIDELITY MSCI INFORMATION TECHNOLOGY INDEX ETF and FIDELITY SELECTCO, LLCManagement Contract • October 18th, 2013 • Fidelity Covington Trust • Massachusetts
AGREEMENT made this 17th day of September, 2013, by and between Fidelity Covington Trust, a Massachusetts business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Trust"), on behalf of Fidelity MSCI Information Technology Index ETF (hereinafter called the "Fund"), and Fidelity SelectCo, LLC, a Delaware limited liability company (hereinafter called the "Adviser") as set forth in its entirety below.
FORM OF LISTING AGREEMENT COMMON AND PREFERRED STOCKS* The undersigned, being a duly authorized officer of:Listing Agreement • October 18th, 2013 • Fidelity Covington Trust
does hereby certify that this agreement is made pursuant to a resolution(s) adopted by the Company's governing body to list on the NYSE Arca, Inc. ("Exchange"):
Form of STATE STREET FUND CONNECT® AGREEMENTEtf Provider Agreement • October 18th, 2013 • Fidelity Covington Trust • Massachusetts
State Street Global Markets LLC ("State Street Global Markets") makes available to certain investment managers, institutional funds and other investors State Street Fund Connect® ("Fund Connect"). Fund Connect is a proprietary electronic fund platform that provides institutional investors access to a wide range of funds and the ability to subscribe to and redeem such funds. Fund Connect is available on the State Street Global Link® platform ("Global Link"). Global Link is a proprietary software product made available by State Street Bank and Trust Company ("State Street Bank" and, collectively with State Street Global Markets, "State Street") that unifies pre-trade portfolio construction, trading of multiple asset classes in multiple markets and post-trade connectivity. Fidelity SelectCo, LLC (the "Manager") serves as the investment adviser to the Fidelity Covington Trust (the "Trust"), an open-end management investment company under the Investment Company Act of 1940, as amended (the
SUB-ADMINISTRATION AGREEMENTSub-Administration Agreement • October 18th, 2013 • Fidelity Covington Trust • Massachusetts
This Sub-Administration Agreement ("Agreement") dated and effective as of October 11, 2013, is by and between State Street Bank and Trust Company (the "Sub-Administrator") and Fidelity Service Company, Inc., a Massachusetts corporation (the "Administrator").
