0000945908-23-000556 Sample Contracts

AMENDED and RESTATED MANAGEMENT CONTRACT between FIDELITY COVINGTON TRUST: FIDELITY HIGH DIVIDEND ETF and FIDELITY MANAGEMENT & RESEARCH COMPANY LLC
Management Contract • November 24th, 2023 • Fidelity Covington Trust

AGREEMENT AMENDED and RESTATED as of this 1st day of November, 2023, 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 High Dividend ETF (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.

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Transfer Agency and Service Agreement between each of the Investment Companies listed on Appendix “A” thereto, (each a “Trust” and collectively the “Trusts”) and State Street Bank and Trust Company (the “Transfer Agent”) made as of October 11, 2013...
Transfer Agency and Service Agreement • November 24th, 2023 • Fidelity Covington Trust

This letter and the enclosed Appendix “A” to the Transfer Agent Agreement (“Appendix A”) are being delivered to the Transfer Agent to amend the Transfer Agent Agreement.

SEVENTEENTH AMENDMENT TO SUB-ADMINISTRATION AGREEMENT
Sub-Administration Agreement • November 24th, 2023 • Fidelity Covington Trust • Massachusetts

This Seventeenth Amendment (“Amendment”) to the Sub-Administration Agreement entered into by and between State Street Bank and Trust Company (the “Sub-Administrator”) and Fidelity Service Company, Inc. (the “Administrator”) dated and effective as of October 11, 2013 (as amended, modified, or supplemented from time to time, the “Agreement”) is hereby entered into as of November 14, 2022 and effective as of the termination date indicated for the fund. Terms used but not otherwise defined herein shall have the meanings ascribed to them in the Agreement.

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...
Custodian Agreement • November 24th, 2023 • Fidelity Covington Trust

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.

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