0001379491-17-000882 Sample Contracts

FORM OF GENERAL DISTRIBUTION AGREEMENT between FIDELITY INCOME FUND and FIDELITY DISTRIBUTORS CORPORATION
General Distribution Agreement • February 17th, 2017 • Fidelity Income Fund /Ma/ • Massachusetts

AGREEMENT made this [__ day of ________, ____], between Fidelity Income Fund, 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 Flex Core Bond Fund, a series of the Issuer, and Fidelity Distributors Corporation, a Massachusetts corporation having its principal place of business in Smithfield, Rhode Island (“Distributors”).

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FORM OF
Sub-Advisory Agreement • February 17th, 2017 • Fidelity Income Fund /Ma/ • Massachusetts

AGREEMENT made this [__ day of ______, _____], by and between FMR Co., Inc., a Massachusetts 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”).

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FORM OF
Sub-Advisory Agreement • February 17th, 2017 • Fidelity Income Fund /Ma/ • Massachusetts

AGREEMENT made this [__ day of _______ ____], by and between Fidelity Management & Research Company, a Massachusetts corporation with principal offices at 245 Summer Street, Boston, Massachusetts (hereinafter called the “Advisor”), and Fidelity Management & Research (Hong Kong) Limited (hereinafter called the “Sub-Advisor”).

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MANAGEMENT CONTRACT between FIDELITY INCOME FUND: FIDELITY FLEX CORE BOND FUNDand FIDELITY MANAGEMENT & RESEARCH COMPANY
Management Contract • February 17th, 2017 • Fidelity Income Fund /Ma/ • Massachusetts

AGREEMENT made this [__ day of _______, ____], by and between Fidelity Income Fund, a Massachusetts business trust which may issue one or more series of shares of beneficial interest (hereinafter called the “Trust”), on behalf of Fidelity Flex Core Bond Fund (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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FORM OF Schedule A Trusts and Portfolios Covered by the Sub-Advisory Agreement, dated as of [_______], between Fidelity Management & Research Company and FMR Management & Research (Hong Kong) Limited
Fidelity Income Fund /Ma/ • February 17th, 2017

Name of Trust Name of Portfolio Type of Fund Effective Date Annual Sub-Advisory Fee Rate (bp) 0.5 x (individual fund fee rate + group fee rate)

Sample 1
FORM OF Schedule A Trusts and Portfolios Covered by the Sub-Advisory Agreement, dated as of [_______], between Fidelity Management & Research Company and FMR Investment Management (UK) Limited
Fidelity Income Fund /Ma/ • February 17th, 2017

Name of Trust Name of Portfolio Type of Fund Effective Date Annual Sub-Advisory Fee Rate (bp) 0.5 x (individual fund fee rate + group fee rate)

Sample 1
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