0001379491-18-000064 Sample Contracts

AMENDED AND RESTATED MANAGEMENT CONTRACT BETWEEN FIDELITY DEVONSHIRE TRUST: FIDELITY EQUITY–INCOME FUND AND FIDELITY MANAGEMENT & RESEARCH COMPANY
Management Contract • January 12th, 2018 • Fidelity Devonshire Trust • Massachusetts

AGREEMENT AMENDED and RESTATED as of this 1st day of October, 2017, by and between Fidelity Devonshire 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 Equity–Income Fund (hereinafter called the “Portfolio”), and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the “Adviser”), as set forth in its entirety below.

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AMENDED AND RESTATED
Sub-Advisory Agreement • January 12th, 2018 • Fidelity Devonshire Trust • Massachusetts

AGREEMENT AMENDED and RESTATED as of this 1st day of October, 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”).

MANAGEMENT CONTRACT
Management Contract • January 12th, 2018 • Fidelity Devonshire Trust • Massachusetts

AGREEMENT made this 1st day of June, 2017, by and between Fidelity Devonshire 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 Series All-Sector Equity Fund (hereinafter called the “Fund”), and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the “Adviser”) as set forth in its entirety below.

AMENDED and RESTATED MANAGEMENT CONTRACT between FIDELITY DEVONSHIRE TRUST: FIDELITY MID CAP VALUE FUND and FIDELITY MANAGEMENT & RESEARCH COMPANY
Management Contract • January 12th, 2018 • Fidelity Devonshire Trust • Massachusetts

AGREEMENT AMENDED and RESTATED as of this 1st day of October, 2017, by and between Fidelity Devonshire 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 Mid Cap 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.

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