0001379491-17-007738 Sample Contracts

GENERAL DISTRIBUTION AGREEMENT between FIDELITY CAPITAL TRUST and FIDELITY DISTRIBUTORS CORPORATION
General Distribution Agreement • November 28th, 2017 • Fidelity Capital Trust • Massachusetts

AGREEMENT made this 18th day of January, 2017, between Fidelity Capital 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 Flex Small Cap 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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AMENDED and RESTATED MANAGEMENT CONTRACT
Management Contract • November 28th, 2017 • Fidelity Capital Trust • Massachusetts

AGREEMENT AMENDED and RESTATED as of this 1st day of October, 2017, by and between Fidelity Capital Trust, a Massachusetts business trust which may issue one or more series of shares of beneficial interest (hereinafter called the “Fund”), on behalf of Fidelity Value Fund (hereinafter called the “Portfolio”), and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the “Adviser”) as set forth in its entirety below.

FIDELITY MANAGEMENT & RESEARCH COMPANY
Sub-Advisory Agreement • November 28th, 2017 • Fidelity Capital Trust • Massachusetts

AGREEMENT made this 18th day of January, 2017, 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”).

AMENDED AND RESTATED MANAGEMENT CONTRACT BETWEEN FIDELITY CAPITAL TRUST: FIDELITY FOCUSED STOCK FUND AND FIDELITY MANAGEMENT & RESEARCH COMPANY
Management Contract • November 28th, 2017 • Fidelity Capital Trust • Massachusetts

AGREEMENT AMENDED and RESTATED as of this 1st day of October, 2017, by and between Fidelity Capital Trust, a Massachusetts business trust which may issue one or more series of shares of beneficial interest (hereinafter called the “Fund”), on behalf of Fidelity Focused Stock Fund (hereinafter called the “Portfolio”), and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the “Adviser”) as set forth in its entirety below.

Schedule A Trusts and Portfolios Covered by the Sub-Advisory Agreement, dated as of January 18, 2017, between Fidelity Management & Research Company and FMR Management & Research (Hong Kong) Limited
Fidelity Capital Trust • November 28th, 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)

Schedule A Trusts and Portfolios Covered by the Sub-Advisory Agreement, dated as of January 18, 2017, between Fidelity Management & Research Company and FMR Management & Research (Japan) Limited
Fidelity Capital Trust • November 28th, 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)

Schedule A Trusts and Portfolios Covered by the Sub-Advisory Agreement, dated as of January 18, 2017, between Fidelity Management & Research Company and FMR Investment Management (UK) Limited
Fidelity Capital Trust • November 28th, 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)

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