0001379491-20-000616 Sample Contracts

AMENDED and RESTATED GENERAL DISTRIBUTION AGREEMENT between FIDELITY ADVISOR SERIES II and FIDELITY DISTRIBUTORS COMPANY LLC
General Distribution Agreement • February 27th, 2020 • Fidelity Advisor Series Ii • Massachusetts

AGREEMENT AMENDED and RESTATED as of this 1st day of January, 2020, between Fidelity Advisor Series II, 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 Advisor Mortgage Securities Fund, a series of the Issuer, and Fidelity Distributors Company LLC, a Delaware limited liability company having its principal place of business in Smithfield, Rhode Island ("Distributors").

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AMENDED and RESTATED MANAGEMENT CONTRACT between FIDELITY ADVISOR SERIES II: FIDELITY SERIES INVESTMENT GRADE SECURITIZED FUND and FIDELITY MANAGEMENT & RESEARCH COMPANY LLC
Management Contract • February 27th, 2020 • Fidelity Advisor Series Ii • Massachusetts

AGREEMENT AMENDED and RESTATED as of this 1st day of January, 2020, by and between Fidelity Advisor Series II, 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 Investment Grade Securitized Fund (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.

AMENDED and RESTATED MANAGEMENT CONTRACT between FIDELITY ADVISOR SERIES II: FIDELITY ADVISOR MORTGAGE SECURITIES FUND and FIDELITY MANAGEMENT & RESEARCH COMPANY LLC
Management Contract • February 27th, 2020 • Fidelity Advisor Series Ii • Massachusetts

AGREEMENT AMENDED and RESTATED as of this 1st day of January, 2020, by and between Fidelity Advisor Series II, a Massachusetts business trust which may issue one or more series of shares of beneficial interest (hereinafter called the “Fund”), on behalf of Fidelity Advisor Mortgage Securities Fund (hereinafter called the “Portfolio”), and Fidelity Management & Research Company LLC, a Delaware limited liability company (hereinafter called the “Adviser”) as set forth in its entirety below.

AMENDED and RESTATED SUB-ADVISORY AGREEMENT between FIL INVESTMENTS (JAPAN) LIMITED and
Sub-Advisory Agreement • February 27th, 2020 • Fidelity Advisor Series Ii • Massachusetts

AGREEMENT AMENDED and RESTATED as of this 1st day of January, 2020 , by and between FIL Investment Advisors, a Bermuda company with principal offices at Pembroke Hall, 42 Crow Lane, Pembroke, HM19, Bermuda (hereinafter called the “Sub–Advisor”), and FIL Investments (Japan) Limited, a Japanese company with principal offices at Tri-Seven Roppongi, 7-7-7 Roppongi, Minato-ku, Tokyo, Japan 106-0032, Japan (hereinafter called the “Japan Sub–Advisor”).

AMENDED and RESTATED
Sub-Advisory Agreement • February 27th, 2020 • Fidelity Advisor Series Ii • Massachusetts

AGREEMENT AMENDED AND RESTATED as of this 1st day of January, 2020, by and between Fidelity Management & Research Company LLC, a Delaware limited liability company with principal offices at 245 Summer Street, Boston, Massachusetts (hereinafter called the “Advisor”); FIL Investment Advisors, a Bermuda company with principal offices at Pembroke Hall, 42 Crow Lane, Pembroke HM19, Bermuda (hereinafter called the “Sub–Advisor”); and Fidelity Advisor Series II, a Massachusetts business trust which may issue one or more series of shares of beneficial interest (hereinafter called the “Trust”) on behalf of Fidelity Advisor Strategic Income Fund (hereinafter called the “Portfolio”).

AMENDED and RESTATED
Sub-Advisory Agreement • February 27th, 2020 • Fidelity Advisor Series Ii • Massachusetts

AGREEMENT AMENDED and RESTATED as of this 1st day of January, 2020, by and between FIL Investment Advisors (UK) Limited, Oakhill House, 130 Tonbridge Road, Hildenborough, TN11 9DZ, United Kingdom (hereinafter called the “UK Sub–Advisor”) and FIL Investment Advisors, a Bermuda company with principal offices at Pembroke Hall, 42 Crow Lane Pembroke HM19, Bermuda (hereinafter called the “Sub–Advisor”).

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