0001379491-17-002124 Sample Contracts

GENERAL DISTRIBUTION AGREEMENT
General Distribution Agreement • April 18th, 2017 • Fidelity Mt Vernon Street Trust • Massachusetts

AGREEMENT made this 18th day of January, 2017, between Fidelity Mt. Vernon Street Trust, 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 Flex Mid Cap Growth Fund, a series of the Issuer, and Fidelity Distributors Corporation, a Massachusetts corporation having its principal place of business in Smithfield, Rhode Island (“Distributors”).

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SUB-ADVISORY AGREEMENT between
Sub-Advisory Agreement • April 18th, 2017 • Fidelity Mt Vernon Street Trust • Massachusetts

AGREEMENT made this 18th day of January, 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”).

SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • April 18th, 2017 • Fidelity Mt Vernon Street Trust • Massachusetts

AGREEMENT made this 18th day of January 2017, by and between Fidelity Management & Research Company, a Massachusetts corporation with principal offices at 245 Summer Street, Boston, Massachusetts (hereinafter called the “Advisor”), and Fidelity Management & Research (Hong Kong) Limited (hereinafter called the “Sub-Advisor”).

FORM OF
Sub-Advisory Agreement • April 18th, 2017 • Fidelity Mt Vernon Street Trust • Massachusetts

AGREEMENT made this [__ day of ______ _____], by and between Fidelity Management & Research Company, a Massachusetts corporation with principal offices at 245 Summer Street, Boston, Massachusetts (hereinafter called the “Advisor”), and Fidelity Management & Research (Hong Kong) Limited (hereinafter called the “Sub-Advisor”).

MANAGEMENT CONTRACT between FIDELITY MT. VERNON STREET TRUST FIDELITY GROWTH STRATEGIES K6 FUND
Management Contract • April 18th, 2017 • Fidelity Mt Vernon Street Trust • Massachusetts

AGREEMENT made this 18th day of January, 2017, by and between Fidelity Mt. Vernon Street 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 Growth Strategies K6 Fund (hereinafter called the “Fund”), and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the “Adviser”) as set forth in its entirety below.

MANAGEMENT CONTRACT between FIDELITY MT. VERNON STREET TRUST: FIDELITY FLEX MID CAP GROWTH FUND and FIDELITY MANAGEMENT & RESEARCH COMPANY
Management Contract • April 18th, 2017 • Fidelity Mt Vernon Street Trust • Massachusetts

AGREEMENT made this 18th day of January, 2017, by and between Fidelity Mt. Vernon Street 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 Flex Mid Cap Growth Fund (hereinafter called the “Fund”), and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the “Adviser”) as set forth in its entirety below.

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