Fidelity Offshore Web Site User Agreement

Subject to the terms and conditions of this Agreement, the Fidelity offshore web site (the site and its related documentation shall be referred to collectively as the ''Offshore site") is designed to facilitate access to information for shares of certain Fidelity Funds and the Fidelity Institutional Liquidity Fund plc (the "Offshore Funds"). For purposes of this Agreement, such information shall be referred to collectively as "Offshore Information." From time to time, Fidelity also may choose to make additional features and other information about the Offshore Funds available to users of the Offshore site.

FIL Distributors International Limited has appointed Fidelity Distributors Company LLC ("FDC") to act as nonexclusive general financial intermediary with respect to the distribution of shares of the Offshore Funds through FDC's institutional clients ("Client").

"Fidelity" means FDC or an affiliate thereof, respectively.

"Client" means any director, officer, employee, or agent of one of Fidelity's institutional clients [or of one of Fidelity's sophisticated institutional investors.

Each time a Client accesses the Offshore site, Client agrees to the terms and conditions of this Agreement. If a Client does not agree to the terms and conditions of this Agreement, that Client may not access the Offshore site and that Client must discontinue its use of this site immediately. The terms and conditions of this Agreement are as follows:

1. Client warrants and represents that: (a) the individual accessing the Offshore site is an authorized representative of Client (each a "Representative"); (b) Client has authorized the Representative to access and use the Offshore site; (c) the Representative is authorized by Client to accept all of the terms and conditions of this Agreement on behalf of Client; and (d) all the terms and conditions, including each warranty, representation, agreement, and promise, contained herein shall apply equally to both the Representative and Client.
2. Client agrees to and represents and warrants that it and its Representatives shall at all times, conduct our activities in accordance with any applicable United States or state laws, including securities laws and regulations. CLIENT, INCLUDING ITS REPRESENTATIVES ACKNOWL EDGES (i) THAT THE SHARES ARE NOT REGISTEREDUNDER 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. Client acknowledges that the Offshore Funds are not available for sale to U.S. persons or Canadian residents and agrees to make the Offshore Funds available only to eligible investors in offshore transactions subject to the terms and conditions set forth in the Offshore Funds' prospectus(es). Client also promises not to republish, rebroadcast, alter, reproduce, or commercially exploit the data, information, and services provided to Client through Client's use of the Offshore site, except as authorized by this Agreement.
3. Client acknowledges that this Agreement is valid only in conjunction with an existing Fidelity Intermediary Agreement ("Offshore Intermediary Agreement"). Client understands and agrees that Client shall be solely responsible for the use or misuse of all data, information, and services obtained from the Offshore site. Client shall notify Fidelity immediately if the Offshore site is accessed in violation of this Agreement, or if Client desires to modify or eliminate its ability to use or access the Offshore site. Fidelity shall assume no liability resulting from Client's failure to notify Fidelity in accordance with the preceding sentence. Client acknowledges that his website contains information that is not for distribution in the United States of America and Canada agrees that it will take full responsibility for ensuring compliance with applicable laws in connection with any dissemination of information from this website.
4. The Offshore site is the proprietary property of Fidelity. Client agrees not to use the Offshore site, except as authorized by this Agreement and, in any event, not to make it available to any third parties.
5. Client agrees that Fidelity shall not be responsible for any damages caused by communications line failure, unauthorized access, theft, systems failure, or other occurrences beyond Fidelity's control. Client agrees to provide all telephone and other equipment to access the Offshore site, and Client will be solely responsible for paying all charges related thereto.
6. Client acknowledges and agrees that the use, transmission, and storage of any information, including without limitation, portfolio information available through third-party Web sites whose link is available on the Offshore site is at Client's sole risk and is Client's responsibility. FIDELITY MAKES NO REPRESENTATION OR WARRANTY, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE OFFSHORE SITE OR ANY INFORMATION, PROGRAMS OR PRODUCTS OBTAINED FROM, THROUGH, OR IN CONNECTION WITH THE OFFSHORE SITE. IN NO EVENT WILL THE FUNDS OR FIDELITY BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES RESULTING FROM ANY DEFECT IN OR USE OF THE OFFSHORE SITE.
7. Upon notice to Client, Fidelity acknowledges and agrees that Fidelity may discontinue Client's access to the Offshore site, in whole or in part, at any time, and Fidelity may modify or change the terms and conditions of access, in whole or in part, at any time and from time to time. In the event of any disruption in or discontinuance of the availability of the Offshore site, Client should contact Fidelity for instructions on backup services.
8. Client telephone calls and other communications to Fidelity may be recorded, and Client hereby consents to such recording. Client agrees that Fidelity may monitor, store, and retrieve any communication transmitted through the Offshore site.
9. Client acknowledges and agrees that Fidelity has taken reasonable security precautions for the electronic transmission of data or communications through the Offshore site. Fidelity cannot guarantee the privacy, security, or authenticity of information transmitted over the Internet, and Fidelity disclaims liability for interception of any such data or communications. Fidelity requires use of an Internet browser that utilizes at least 40-bit encryption, but strongly urges the use of 128-bit encryption. Fidelity shall not be responsible for, and makes no warranties regarding, the access, speed, or availability of Internet or network services.
10. This Agreement shall be construed in accordance with, and any disputes that may arise hereunder shall be governed by, the laws of the Commonwealth of Massachusetts. The Offshore Intermediary Agreement, which is required in conjunction with this Agreement, shall be construed in accordance with the laws of the United States.