0000205323-09-000022 Sample Contracts

INVESTMENT SUB-ADVISORY AGREEMENT AMONG STRATEGIC ADVISERS, INC., PYRAMIS GLOBAL ADVISORS, LLC AND FIDELITY COMMONWEALTH TRUST II
Investment Sub-Advisory Agreement • July 30th, 2009 • Fidelity Commonwealth Trust II • Massachusetts

AGREEMENT, made this 4th day of December 2008, among Fidelity Commonwealth Trust II ("Trust"), a Delaware statutory trust, on behalf of Fidelity Strategic Advisers Value Fund (the "Fund"), Strategic Advisers, Inc. ("Adviser"), a Massachusetts corporation, and Pyramis Global Advisors, LLC ("Sub-Adviser"), a Delaware limited liability company.

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MANAGEMENT CONTRACT between FIDELITY COMMONWEALTH TRUST II FIDELITY STRATEGIC ADVISERS VALUE FUND and STRATEGIC ADVISERS, INC.
Management Contract • July 30th, 2009 • Fidelity Commonwealth Trust II • Massachusetts

AGREEMENT made December 4, 2008 by and between Fidelity Commonwealth Trust II, a Delaware statutory trust, which may issue one or more series of shares of beneficial interest (hereinafter called the "Fund"), on behalf of Fidelity Strategic Advisers Value Fund (hereinafter called the "Portfolio"), and Strategic Advisers, Inc., a Massachusetts corporation (hereinafter called the "Adviser") as set forth in its entirety below.

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