SERVICE CONTRACT
(ADMINISTRATIVE AND RECORDKEEPING SERVICES ONLY)
__________________________________________________________________________
__________
WITH RESPECT TO SHARES OF:
( ) Daily Money Fund: Money Market
Portfolio
( ) Daily Money Fund: U.S. Treasury Portfolio
(X) Daily Tax-Exempt Money Fund
To Fidelity Distributors Corporation:
We desire to enter into a Contract with you for activities
in connection with the servicing of beneficial owners of
shares of the Fund(s) noted above (the "Fund") of which
you are the principal underwriter as defined in the Invest-
ment Company Act of 1940 (the "Act") and for which you
are the agent for the continuous distribution of shares.
THE TERMS AND CONDITIONS OF THIS CONTRACT
ARE AS FOLLOWS:
1. We shall provide recordkeeping and certain Fund-
related services for our clients who beneficially own Fund
shares ("clients"), which services may include, without limitation:
answering client inquries regarding the Fund; assistance to clients in
changing dividend options, account designations and addresses; performance
of subaccounting; processing purchase and redemption transactions,
including automatic investment and redemption of client account cash
balances; providing periodic statements showing a client's account balance
and the integration of such statements with other transactions; arranging
for bank wires; and providing such other information and services as you or
our clients reasonably may request.
2. We shall provide such office space and equipment,
telephone facilities and personnel (which may be all or
any part of the space, equipment and facilities currently
used in our business, or all or any personnel employed by
us) as is necessary or beneficial for providing Fund-related information
and services to clients.
3. We agree to indemnify and hold you, the Fund, and
the Fund's adviser and transfer agent harmless from any
and all direct or indirect liabilities or losses resulting from
requests, directions, actions or inactions, of or by us or
our officers, employees or agents regarding the purchase,
redemption, transfer or registration of shares of the fund. Such
indemnification shall survive the termination of
this Contract.
Neither we nor any of our officers, employees or agents
are authorized to make any representation concerning
Fund shares except those contained in the then current
Fund Prospectus, and which are consistent with our capabilities under
applicable law; and we shall have no authority to act as agent for the Fund
or for you.
4. In consideration of the services and facilities described
herein, we shall be entitled to receive, and you shall cause
to be paid to us by yourself or by Fidelity Management
& Research Company, investment adviser of the Fund,
such fees as are set forth in the accompanying "Fee
Schedule for Qualified Recipients." We understand that
the payment of such fees has been authorized pursuant to
a Service Plan approved by the Board of Trustees of the
Fund, and those Trustees who are not "interested persons"
of the Fund (as defined in the Act) and who have no direct
or indirect financial interest in the operation of the Service
Plan or in any agreements related to the Service Plan
(hereinafter referred to as "Qualified Trustees"), and
shareholders of the Fund, that such fees will be paid out
of the fees paid to the Fund's investment adviser, said
adviser's past profits or any other source available to said
adviser; that the cost to the Fund for such fees shall not
exceed the amount of the advisory and service fee; and
that such fees are subject to change during the term of this
Contract and shall be paid only so long as this Contract is
in effect.
5. We agree to conduct our activities in accordance with
any applicable federal or state laws, including securities
laws and any obligation thereunder to disclose to our cli-
ents the receipt of fees in connection with their beneficial
ownership of shares of the Fund.
6. You reserve the right, at your discretion and without
notice, to suspend the sale of shares or withdraw the sale
of shares of the Fund.
7. This Contract shall continue in force for one year from
the effective date (see below), and thereafter shall con-
tinue automatically for successive annual periods, pro-
vided such continuance is specifically subject to termi-
nation without penalty at any time if a majority of the
Fund's Qualified Trustees vote to terminate or not to con-
tinue the Service Plan. This Contract is also terminable
without penalty at any time the Service Plan is terminated
by vote of a majority of the Fund's outstanding voting
securities upon 60 days' written notice thereof to us. This
Contract may also be terminated by us, for any reason,
upon 15 days' written notice to you. Notwithstanding anything contained
herein, in the event that the Service Plan
shall terminate or we shall fail to perform the record-
keeping and client servicing functions contemplated by
this Contract, such determination to be made in good faith
by the Fund or you, this Contract is terminable effective
upon receipt of notice thereof by us. This Contract will
also terminate automatically in the event of its assignment
(as defined in the Act).
8. All communications to you shall be sent to you at your offices, 00
Xxxxxxxxxx Xxxxxx, Xxxxxx, XX 00000. Any
notice to us shall be duly given if mailed or telegraphed to
us at the address shown in this Contract.
9. This Contract shall be construed in accordance with the laws of the
Commonwealth of Massachusetts.
Very truly yours,
__________________________________________________________________________
____________________________
Name of Qualified Recipient (Please Print or Type)
__________________________________________________________________________
____________________________
Street City State
Zip Code
By
__________________________________________________________________________
_________________________
Authorized Signature
Date__________________________________________
NOTE: Please return two signed copies of this Service Contract to Fidelity
Distributors Corporation. Upon acceptance, one
countersigned copy will be returned to you.
FOR INTERNAL USE ONLY:
EFFECTIVE DATE __________________________________
10834-SAR3
