For U.S. Intermediaries
Last Revised 2/1/99
FIDELITY ADVISOR WORLD FUNDS INTERMEDIARY AGREEMENT
To Fidelity Investments Institutional
Services Company, Inc.
▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
We desire to enter into a Contract (the "Contract") with you for
activities in connection with soliciting investors to purchase shares
(the "Shares") of the Fidelity Advisor World Funds listed on Exhibit 1,
as it may be amended by you from time to time, of which you are a
non-exclusive general financial intermediary (each a "Fund" and
collectively, the "Funds"). Each Fund is a limited liability company
organized under the laws of Bermuda, except as noted on Exhibit 1.
The terms and conditions of this Contract are as follows:
1. Except to the extent otherwise contemplated by paragraph 2(d)(ii)
below, we shall use our reasonable best efforts to solicit our clients
to purchase Shares or to make them available to our clients for
purchase.
We agree to, and represent and warrant that we shall at all times,
conduct our activities in accordance with any applicable United States
or state laws, including securities laws and regulations and any
obligation thereunder to disclose to our clients the receipt of fees in
connection with their beneficial ownership of Shares. WE ACKNOWLEDGE
(i) THAT THE SHARES ARE NOT REGISTERED UNDER THE UNITED STATES
SECURITIES ACT OF 1933, AS AMENDED AND (ii) THAT EACH FUND IS NOT
REGISTERED AS AN INVESTMENT COMPANY UNDER THE UNITED STATES INVESTMENT
COMPANY ACT OF 1940, AS AMENDED.
2. We agree that we shall not solicit orders for Shares, effect transfers
of Shares on our records, or forward orders for Shares to any Fund
except from or for the account or benefit of persons:
(a) who are Eligible Investors and not U.S. Persons as defined in
the By-Laws of each Fund as in effect from time to time and as
set forth in Exhibit 2 hereto;
(b) to whom any solicitation to purchase Shares has been made only
while such persons are not physically present in the United
States of America (which term includes its commonwealths,
territories and possessions);
(c) who are not placing an order to subscribe for Shares while such
persons are physically present in the United States of America;
and
(d)(i) except as provided in (d)(ii) below with respect to accounts
over which we exercise investment discretion, who have first
furnished us, prior to their initial order, with a written
certification of their status as Eligible Investors the
substance of which is contained in the certificate annexed to
this Contract as Exhibit 2, each of whose certifications we
will preserve and make available for your inspection for a
period of six years from our receipt and with a current
Internal Revenue Code Certificate of Foreign Status on Form
W-8, on a successor Form thereto, or on a substantially
equivalent substitute therefor. Further, we agree that all
orders from an Eligible Investor will be accepted only if:
(A) the Eligible Investor has completed said written
certification, or
(B) we have completed said written certification on behalf of
the Eligible Investor pursuant to authorization from the
Eligible Investor.
or (ii) as to whose accounts we exercise investment discretion,
provided that, with respect to such accounts: (A) we have
executed and delivered an investment letter in form and
substance acceptable to you and the Funds; (B) we have first
furnished you, prior to our initial order, with a written
certification of our status as an Eligible Investor the
substance of which is contained in the certificate annexed to
this Contract as Exhibit 2; and (C) no beneficiary of any such
account is a U.S. Person, as defined in Exhibit 2 hereto.
Further, we agree that all orders with respect to accounts over
which we exercise investment discretion will be accepted only
if we have completed said written certification.
We further agree:
(i) not to deliver Offering Circulars or other sales
literature to any person or party within the United
States (whether or not an Eligible Investor); and
(ii) not to deliver broker-only materials to any investor;
and
(iii) to notify you and the Fund immediately if it shall
come to our attention that any client who beneficially
owns Shares has become a U.S. Person or is otherwise
no longer an Eligible Investor.
3. (a) On any day on which we communicate to a Fund an order for the
purchase or redemption of Shares whether by a telex, telefax,
electro-mechanical or other written form (each an "Order"), we
hereby agree that either: (1) we will comply with the terms of
paragraph 2(d)(ii) above; or (2) the Fund may rely on such
Order as though it were in writing, duly authorized by our
client(s), and such Order shall be deemed to be (or shall be
accompanied by) a representation and
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warranty by us in the form annexed to this Contract as Exhibit
3. We understand that: (i) a Fund's acceptance from us of any
Order shall be made in reliance upon such representation and
warranty; and (ii) the terms and conditions of the Fund's
then-current Offering Circular shall be deemed controlling
regarding the Fund's acceptance or rejection of any Order.
(b) Subject to any limitation(s) contained in a Fund's Offering
Circular, on the U.S. business day next following a Fund's
receipt of an Order, the Fund's transfer agent normally will
send to us confirmation of that Order.
4. We agree to indemnify and hold harmless you, each Fund, each Fund's
investment manager, any investment adviser of any Fund, and each Fund's
fund manager, distributor and sub-distributor, 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, offer, sale, solicitation
or registration of Shares. Such duty to indemnify and hold harmless
shall survive the termination of this Contract.
5. Neither we nor any of our directors, officers, employees or agents, nor
any person acting on our or their behalf are authorized to make any
representation concerning any Fund or the Shares except those contained
in that Fund's then-current Offering Circular or other sales literature
or shareholder reports prepared by you or that Fund, and which are
consistent with our capabilities under applicable law; and we shall
have no authority to act as agent for any Fund or for you. We agree
that nothing contained in this Contract or in any other writing shall
be construed as creating any form of partnership, joint venture,
principal-agent or fiduciary relationship between us.
6. Neither we nor any of our directors, officers, employees or agents, nor
any person acting on our or their behalf will offer to sell, offer for
sale or sell any Shares by means of any form of general solicitation or
general advertising in the United States. Neither we nor any of our
officers, employees or agents, nor any person acting on our or their
behalf will engage in any directed selling efforts, as defined in
Regulation S under the Securities Act of 1933, with respect to the
Shares.
7. Neither we nor any of our directors, officers, employees or agents, nor
any person acting on our or their behalf will offer to sell, offer for
sale, sell or solicit an offer to buy any Shares: (i) in any
jurisdiction in which such offer, sale or solicitation would be
unlawful; or (ii) to any individual or entity to whom or to which such
offer, sale or solicitation would be unlawful.
8. In consideration of the services described herein, we shall be entitled
to receive, and you shall cause to be paid to us, such fees as provided
for in Exhibit 4 hereto, as it may be amended from time to time. We
understand that such fees are subject to change by you during the term
of this Contract and shall be payable only so long as this Contract is
in effect. You advised us that you will review at least annually, and
no less frequently than
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every three years, such fees, and that you expect to adjust such fees
in response to conditions prevailing at the time of such reviews.
Further, we understand that such fees shall be terminable at your sole
discretion after a term not to exceed ten (10) years from the date the
Shares are purchased. We agree that if we utilize the clearing
brokerage services of a clearing broker that has entered into a
Fidelity Advisor World Funds Clearing Agreement, you may make all
payments hereunder to our clearing broker. Further, we agree that our
right to sell Institutional Class Shares (I Shares) of each Fund is
conditioned upon our entering into a separate Participation Agreement
for Institutional Class of Fidelity Advisor World Funds.
9. You reserve the right, at your discretion and without notice, to
suspend the sale of Shares or withdraw the sale of Shares of any Fund.
We understand that you reserve the right, at your discretion, to amend
this Contract unilaterally, any such amendment to become effective upon
our receipt of written notice from you.
10. This Contract shall continue in force for one year from the effective
date (as set forth on the signature page hereof), and thereafter shall
continue automatically for successive annual periods, unless terminated
as described below. This Contract also may be terminated by us, for any
reason, at any time upon 60 days' written notice to you or by you, for
any reason, at any time upon 60 days' written notice to us.
Notwithstanding anything contained herein, in the event that we shall
fail to perform or to perform properly the recordkeeping and client
servicing functions contemplated by this Contract, such determination
to be made in good faith by any Fund or you, this Contract is
terminable effective upon receipt of notice thereof by us. This
Contract shall also terminate automatically in the event of its
assignment, as defined in the Investment Company Act of 1940, as
amended.
11. All communications to you concerning this Contract shall be sent to you
at your offices, ▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, Attn: ▇▇▇▇
▇▇▇▇▇▇. Any notice to us shall be duly given if mailed, telegraphed or
telefaxed to us at the address shown in this Contract.
12. We undertake to you that, in carrying out this Contract, we will comply
with all relevant laws and regulations concerning money laundering,
sanctions and embargoes under the laws of the United States. In
addition, we represent and warrant to you that we have put into place
proper procedures, which we will carry out, to verify suspicious
transactions and to verify the identity of our clients who wish to
transact business in the Funds. These procedures include verification
of the source of funds for settlement of transactions.
13. If we utilize the National Securities Clearing Corporation Fund/serv
System (or any other electronic or electromechanical transmission
system) (each a "Transmission System") to transmit Orders, we
understand and agree:
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(a) The Transmission System will transmit all transaction
information with respect to Shares to the sub-transfer agent of
the Funds, State Street Cayman Trust Company, Ltd. ("State
Street Cayman");
(b) Acceptance or transmission by the Transmission System of any
Order from us concerning the Shares shall not constitute
acceptance or rejection of purchases or redemptions of the
Shares by the Transmission System;
(c) State Street Cayman will review purchases and redemptions of
the Shares at its offices in ▇▇▇▇▇▇ Town, Grand Cayman and
advise the Funds whether such purchases and redemptions have
been accepted or rejected; and
(d) After acceptance or rejection of the purchases and redemptions
by ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ Cayman or its designee
will advise the Transmission System of such acceptance or
rejection through the DST System.
14. This Contract shall be construed in accordance with the laws of
Bermuda, shall be effective upon its acceptance by Fidelity
Distributors International, Limited (FDIL) in Bermuda and FDIL shall be
a beneficiary of the representations made herein and may rely upon such
representations in accepting subscriptions from investors.
15. With respect to any suit, action or proceedings relating to this
Contract ("Proceedings"), we and Fidelity Investments Institutional
Services Company, Inc. irrevocably: (i) submit to the exclusive
jurisdiction of the Bermuda courts or the courts of the United States
of America; and (ii) waive any objection existing at any time to the
laying of venue of any Proceedings brought in any such court, waive any
claim that such Proceedings have been brought in an inconvenient forum
and, further, waive the right to object, with respect to such
Proceedings, that such court does not have any jurisdiction over us or
Fidelity Investments Institutional Services Company, Inc.
16. We agree that we will not refer to our ability to purchase or make
available to our clients shares of the Funds in our general sales
literature or advertising without obtaining advance written approval
from you or your designee.
17. This Contract constitutes the entire understanding and agreement
between you and us with respect to the subject matter hereof and,
accordingly, supersedes, as of the effective date of this Contract, all
agreements, whether oral or in writing, heretofore in effect between
you and us.
18. This Contract may be executed simultaneously in one or more
counterparts, each of which taken together shall constitute one and the
same instrument.
Very truly yours,
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▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Services Corp.
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Name of Institution (Please Print or Type)
▇▇▇ ▇▇▇▇ ▇▇▇., ▇▇▇, ▇▇ ▇▇▇▇▇
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Street City State Zip Code
By /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Title President
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Authorized Signature
Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Date August 9, 2001
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(Please Print)
NOTE: Please return three signed copies of this Contract to Fidelity Investments
Institutional Services Company, Inc. Upon acceptance, one countersigned copy
will be returned to you.
FOR INTERNAL USE ONLY:
FIDELITY INVESTMENTS INSTITUTIONAL SERVICES COMPANY, INC.
/s/ ▇▇▇▇ ▇▇▇▇▇ /s/ ▇▇▇ ▇▇▇▇▇▇▇▇▇
-------------------------------- ------------------------------
▇▇▇▇ ▇▇▇▇▇ -- SVP ▇▇▇ ▇▇▇▇▇▇▇▇▇ --EVP, COO
Date Date
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Accepted by:
FIDELITY DISTRIBUTORS INTERNATIONAL, LIMITED
By /s/ ▇▇▇▇▇▇▇ ▇▇▇▇ Title Director
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EFFECTIVE DATE: 5 September 2001
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EXHIBIT 1
Funds Covered by This Contract
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Fidelity Advisor World U.S. Large-Cap Stock Fund (Bermuda) Ltd.
Fidelity Advisor World Europe Fund (Bermuda) Ltd.
Fidelity Advisor World Southeast Asia Fund (Bermuda) Ltd.
Fidelity Advisor World Global High Income Fund (Bermuda) Ltd.
Fidelity Advisor World U.S. Intermediate Bond Fund (Bermuda) Ltd.
Fidelity Advisor World U.S. Treasury Money Fund (Bermuda) Ltd.
Fidelity Advisor World Funds (Bermuda) Ltd.:
Growth Funds:
America Fund
American Growth Fund
Asian Special Situations Fund
Emerging Markets Fund
Europe Fund
Greater China Fund
International Fund
Latin America Fund
Pacific Fund
Telecommunications Fund
Income Funds:
International Bond Fund
US Dollar Bond Fund
U.S. High Income Fund
U.S. Intermediate Bond Fund
Money Market Fund:
U.S. Dollar Money Fund
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EXHIBIT 2
Form of Certificate to be Furnished With Respect to
Each Customer when Placing an Order for Shares
----------------------------------------------
I/We acknowledge receipt of the Offering Circular for Fidelity Advisor World
Funds (the "Funds").
As inducement to each Fund to accept my/our application to subscribe for Shares
(the "Shares"), I/we represent and warrant that I am/we are an Eligible Investor
(as defined in the attachment to this certificate), and furthermore that I/we:
(1) either: (a) am not/are not a U.S. Person (as defined in the attachment to
this Certificate) and am not/are not acquiring Shares for or on behalf of a
U.S. Person; or (b) am/are a dealer or other professional fiduciary
organized, incorporated or (if an individual) resident in the United States,
holding discretionary investment authority with respect to discretionary
accounts or similar accounts (other than an estate or trust) held by me/us
exclusively for the benefit or account of persons who are not U.S. Persons,
as defined below;
(2) did not obtain any funds from any U.S. Person in connection with the
purchase of Shares;
(3) will not transfer any Shares or any interest therein to a U.S. Person;
(4) will not transfer any Shares within the United States of America;
(5) will immediately notify the Funds or you (my/our investment professional or
financial institution through whom this order is placed) if I/we should at
any time become a U.S. Person, except if I/we am/are a dealer or other
professional fiduciary described in (1)(b), above, in which case, I/we will
immediately notify the Funds or you if any beneficiary of the accounts
described in (1)(b), above, should at any time become a U.S. Person;
(6) am/are acquiring the Shares for my/our own account and not for resale,
except if I/we am/are a dealer or other professional fiduciary described in
(1)(b), above, acquiring the Shares for a discretionary or similar account
described in (1)(b), above;
(7) was not/were not solicited to purchase Shares while physically present in
the United States of America, except if I/we am/are a dealer or other
professional fiduciary described in (1)(b), above; and
(8) am/are placing this subscription order from outside the United States and
made my/our investment decision to acquire Shares while outside the United
States, except if I/we am/are a dealer or other professional fiduciary
described in (1)(b), above.
FOR INITIAL OR SUBSEQUENT PURCHASES: FOR SUBSEQUENT PURCHASES:
------------------------------------ -------------------------
SIGNATURE(S) OF APPLICANT(S) OR U.S. SIGNATURE OF INSTITUTION
PROFESSIONAL FIDUCIARY (on behalf of the following account: ________________) I
(all applicants must sign) certify that the above representations and warranties are still true
to my knowledge
---------------------------
___________________________ By______________________Title______________
Authorized Signature
Date _________________ 19____ Date _________________ 19____
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EXHIBIT 2 (Continued)
Definition of Eligible Investor
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"Eligible Investor" means (i) any person who is not a U.S. Person and whose
subscription or other acquisition of Shares (whether from the Fund or from any
other person) is not made (a) while such person is physically present in the
United States of America or (b) in connection with any solicitation to such
person to subscribe while such person was physically present in the United
States of America except that Eligible Investor shall include any person or
entity, notwithstanding the fact that such person or entity may be described in
(a) or (b) above, as to whom the Fund Manager or the Fund, acting through their
officers or Directors, shall determine that ownership of Shares or solicitation
for ownership of Shares shall not violate any securities law of the United
States of America or any state or other jurisdiction of the United States; (ii)
any dealer or other professional fiduciary organized, incorporated or (if an
individual) resident in the United States, holding discretionary investment
authority with respect to discretionary accounts or similar accounts (other than
an estate or trust) held by such dealer or other professional fiduciary
exclusively for the benefit or account of persons who are not U.S. Persons, as
defined below; or (iii) any persons or entity whose purchase of Shares would not
result in the violation of the laws of such jurisdiction other than the United
States wherein such person may reside or be physically present.
Definition of U.S. Person
-------------------------
"U.S. Person" means a citizen or resident of the United States (including any
corporation, partnership or other entity created or organized under the laws of
the United States or any political subdivision thereof), or any estate or trust
that is subject to United States federal income taxation regardless of the
source of its income.
(Except that U.S. Person shall not include any Eligible Investor or any
person or entity, notwithstanding the fact that such person or entity
may come within any of the categories referred to above, as to whom
Fidelity International Limited or the Fund, acting through their
officers or Directors, shall determine that ownership of Shares or
solicitation for ownership of Shares shall not violate any securities
law of the United States of America or any state or other jurisdiction
thereof or cause any additional tax or administrative burdens as
determined by FDIL.)
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EXHIBIT 3
WE CONFIRM TO FIDELITY INVESTMENTS INSTITUTIONAL SERVICES COMPANY, INC. ("FIIS")
AND THE FUNDS THAT WE HAVE RECEIVED SUBSCRIPTION ORDERS FOR SHARES IN FULL
CONFORMITY WITH TERMS AND CONDITIONS OF THE INTERMEDIARY AGREEMENT BETWEEN US
AND FIIS. WE CONFIRM THAT WE HAVE RECEIVED FROM EACH CUSTOMER WRITTEN
CERTIFICATION OF THAT CUSTOMER'S STATUS AS AN ELIGIBLE INVESTOR IN FORM REQUIRED
BY EXHIBIT 2 TO SAID AGREEMENT OR BY THE FUNDS' APPLICATION FORM AND WE
REASONABLY BELIEVE, TO THE BEST OF OUR KNOWLEDGE, EACH CUSTOMER TO BE AN
ELIGIBLE INVESTOR, IN PARTICULAR THAT EACH CUSTOMER IS NOT A U.S. PERSON, HAS
NOT BEEN SOLICITED FOR AN INVESTMENT IN SHARES WHILE IN THE U.S. AND HAS NOT
PLACED AN ORDER WHILE IN THE U.S. WE HAVE TAKEN APPROPRIATE VERIFICATION
MEASURES CALLED FOR IN PARAGRAPH 12 OF THE FIDELITY ADVISOR WORLD FUNDS
INTERMEDIARY AGREEMENT.
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EXHIBIT 4
INTERMEDIARY FEE SCHEDULE
A Shares. Subject to the terms and conditions of the Fidelity Advisor World
Funds Intermediary Agreement, each calendar quarter, intermediaries that perform
support functions on behalf of shareholders of the Class A Shares ("A Shares")
of the Fidelity Advisor World Funds will earn a fee at the annualized rates
(each an "Annualized Rate"), set forth below, of average daily aggregate net
assets of their clients in the A Shares for that calendar quarter. The average
daily net aggregate assets attributable to an intermediary during each quarter
will be determined by Fidelity Investments Institutional Services Company, Inc.
("FIIS") or its designee. The fees paid to intermediaries will be paid
quarterly, normally by the eighth business day following the end of each
calendar quarter. It is understood that no fee will be payable on sales of the
Institutional Class (I Shares).
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A Shares Only Annualized Rate
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Growth Funds, including: .50%
-----------------------
Fidelity Advisor World U.S. Large-Cap Stock Fund (Bermuda) Ltd.
Fidelity Advisor World Europe Fund (Bermuda) Ltd.
Fidelity Advisor World Southeast Asia Fund (Bermuda) Ltd.
Income Funds, including: .50%
-----------------------
Fidelity Advisor World Global High Income Fund (Bermuda) Ltd.
Fidelity Advisor World U.S. Intermediate Bond Fund (Bermuda) Ltd.
Money Market Funds, including: .25%
-----------------------------
Fidelity Advisor World U.S. Treasury Money Fund (Bermuda) Ltd.
----------------------------------------------------------------------------------------
The A Shares front-end sales charge, for Growth Funds and Income Funds, as
described in the Class A, Class B and Class L Offering Circular, will be paid to
intermediaries that settle client purchases gross of commissions. Amounts due to
such intermediaries normally will be paid by the second business day following
the 15th day and last day of each calendar month. It is understood that
intermediaries may instead deduct the front-end sales charge before settlement
(i.e., net of commissions).
B Shares. Subject to the terms and conditions of the Fidelity Advisor World
Funds Intermediary Agreement, each calendar quarter, intermediaries that perform
support functions on behalf of shareholders of the Class B Shares ("B Shares")
of the Fidelity Advisor World Funds will earn a fee at the annualized rates
(each an "Annualized Rate"), set forth below, of average daily aggregate net
assets of their clients in the B Shares for that calendar quarter; provided,
however, that the determination of such average daily aggregate net assets shall
include only such B share assets attributable to B Shares that have been owned
by such clients for at least one year. The average daily net aggregate net
assets attributable to an intermediary during each quarter will be determined by
FIIS or its designee, and will exclude B shares assets attributable to any B
Share that has not
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EXHIBIT 4 (Continued)
reached the one-year anniversary of its date of purchase. The fees paid to
intermediaries will be paid quarterly, normally by the eighth business day
following the end of each calendar quarter. It is understood that no fee will be
payable on sales of the Institutional Class (I Shares).
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B Shares Only Annualized Rate
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Growth Funds, including: .75%
-----------------------
Fidelity Advisor World U.S. Large-Cap Stock Fund (Bermuda) Ltd.
Fidelity Advisor World Europe Fund (Bermuda) Ltd.
Fidelity Advisor World Southeast Asia Fund (Bermuda) Ltd.
Income Funds, including: .75%
-----------------------
Fidelity Advisor World Global High Income Fund (Bermuda) Ltd.
Fidelity Advisor World U.S. Intermediate Bond Fund (Bermuda) Ltd.
Money Market Funds (available by B-Share exchange, only), including: .25%
-------------------------------------------------------------------
Fidelity Advisor World U.S. Treasury Money Fund (Bermuda) Ltd.
--------------------------------------------------------------------------------------------
The B Shares advanced commission, for Growth Funds and Income Funds, as
described in the Class A, Class B and Class L Offering Circular, normally will
be paid to intermediaries by the second business day following the 15th day and
last day of each calendar month.
L Shares. Subject to the terms and conditions of the Fidelity Advisor World
Funds Intermediary Agreement, each calendar quarter, intermediaries that perform
support functions on behalf of shareholders of the Class L Shares ("L Shares")
of the Fidelity Advisor World Funds will earn a fee at the annualized rates
(each an "Annualized Rate"), set forth below, of average daily aggregate net
assets of their clients in the L Shares for that calendar quarter. The average
daily net aggregate assets attributable to an intermediary during each quarter
will be determined by FIIS or its designee. The fees paid to intermediaries will
be paid quarterly, normally by the eighth business day following the end of each
calendar quarter. It is understood that no fee will be payable on sales of the
Institutional Class (I Shares).
[This space left blank]
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EXHIBIT 4 (Continued)
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L Shares Only (formerly A Shares) Annualized Rate
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Growth Funds, including: .85%
-----------------------
Fidelity Advisor World U.S. Large-Cap Stock Fund (Bermuda) Ltd.
Fidelity Advisor World Europe Fund (Bermuda) Ltd.
Fidelity Advisor World Southeast Asia Fund (Bermuda) Ltd.
Income Funds, including: .85%
-----------------------
Fidelity Advisor World Global High Income Fund (Bermuda) Ltd.
Fidelity Advisor World U.S. Intermediate Bond Fund (Bermuda) Ltd.
Money Market Funds, including: .25%
-----------------------------
Fidelity Advisor World U.S. Treasury Money Fund (Bermuda) Ltd.
----------------------------------------------------------------------------------------------
The L Shares front-end sales charge, for Growth Funds and Income Funds, as
described in the Class A, Class B and Class L Offering Circular, will be paid to
intermediaries that settle client purchases gross of commissions. Amounts due to
such intermediaries normally will be paid by the second business day following
the 15th day and last day of each calendar month. It is understood that
intermediaries may instead deduct the front-end sales charge before settlement
(i.e., net of commissions).
Name of Intermediary
FIDELITY INVESTMENTS INSTITUTIONAL
CBNY Investment Services Corp. SERVICES COMPANY, INC.
--------------------------------
(Please Print)
By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ /s/ ▇▇▇▇ ▇▇▇▇▇
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▇▇▇▇ ▇▇▇▇▇ -- SVP
----------------------------------
Its:
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(duly authorized) /s/ ▇▇▇ ▇▇▇▇▇▇▇▇▇
--------------------------------
Name ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇ -- EVP, COO
----------------------------
(please print)
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