Common use of Plans Clause in Contracts

Plans. You are invited to participate in all distribution plans (each, a “Plan”) adopted for a Class of a Fund or for a Fund that has only a single Class (each, a “Plan Class”) pursuant to Rule 12b-1 under the 1940 Act. To the extent you provide administrative and other services, including, but not limited to, furnishing personal and other services and assistance to your customers who own shares of a Plan Class, answering routine inquiries regarding a Fund or Class, assisting in changing account designations and addresses, maintaining such accounts or such other services as a Fund may require, to the extent permitted by applicable statutes, rules, or regulations, we shall pay you a Rule 12b-1 servicing fee. To the extent that you participate in the distribution of Fund shares that are eligible for a Rule 12b-1 distribution fee, we shall also pay you a Rule 12b-1distribution fee. All Rule 12b-1 servicing and distribution fees shall be based on the value of shares attributable to customers of your firm and eligible for such payment, and shall be calculated on the basis and at the rates set forth in the compensation schedule then in effect for the applicable Plan (the “Schedule”). Without prior approval by a majority of the outstanding shares of a particular Class of a Fund which has a Plan, the aggregate annual fees paid to you pursuant to such Plan shall not exceed the amounts stated as the “annual maximums” in such Plan Class’ Prospectus, which amount shall be a specified percent of the value of such Plan Class’ net assets held in your customers’ accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as such Plan Class uses to compute its net assets as set forth in its effective Prospectus). You shall furnish us and each Fund that has a Plan Class (each, a “Plan Fund”) with such information as shall reasonably be requested by the Board of Directors, Trustees or Managing General Partners (hereinafter referred to as “Directors”) of such Plan Fund with respect to the fees paid to you pursuant to the Schedule of such Plan Fund. We shall furnish to the Directors of the Plan Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made. Each Plan and the provisions of any agreement relating to such Plan must be approved annually by a vote of the Directors of the Fund that has such Plan, including such persons who are not interested persons of such Plan Fund and who have no financial interest in such Plan or any related agreement (“Rule 12b-1 Directors”). Each Plan or the provisions of this Agreement relating to such Plan may be terminated at any time by the vote of a majority of the Rule 12b-1 Directors, or by a vote of a majority of the outstanding shares of the Class that has such Plan, on sixty (60) days’ written notice, without payment of any penalty. A Plan or the provisions of this Agreement may also be terminated by any act that terminates the underwriting agreement between us and the Fund that has such Plan, and/or the management or administration agreement between Franklin Advisers, Inc. or Txxxxxxxx Investment Counsel, LLC or their affiliates and such Plan Fund. In the event of the termination of a Plan for any reason, the provisions of this Agreement relating to such Plan will also terminate. Continuation of a Plan and provisions of this Agreement relating to such Plan are conditioned on Rule 12b-1 Directors being ultimately responsible for selecting and nominating any new Rule 12b-1 Directors. Under Rule 12b-1, Directors of any of the Plan Funds have a duty to request and evaluate, and persons who are party to any agreement related to a Plan have a duty to furnish, such information as may reasonably be necessary to an informed determination of whether the Plan or any agreement should be implemented or continued. Under Rule 12b-1, a Plan Fund is permitted to implement or continue a Plan or the provisions of this Agreement relating to such Plan from year to year only if, based on certain legal considerations, the Directors of such Plan Fund are able to conclude that such Plan will benefit the Plan Class. Absent such yearly determination, such Plan and the provisions of this Agreement relating to such Plan must be terminated as set forth above. In addition, any obligation assumed by a Fund pursuant to this Agreement shall be limited in all cases to the assets of such Fund and no person shall seek satisfaction thereof from shareholders of a Fund. You agree to waive payment of any amounts payable to you by us under a Fund’s Plan until such time as we are in receipt of such fee from the Fund. The provisions of the Plans between the Plan Funds and us shall have control over the provisions of this Agreement in the event of any inconsistency.

Plans. You are invited to participate in all distribution plans (each, a “"Plan”") adopted for a Class of a Fund or for a Fund that has only a single Class (each, a “"Plan Class”") pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended (the "1940 Act"). To the extent you provide administrative and other services, including, but not limited to, furnishing personal and other services and assistance to your customers who own shares of a Plan Class, answering routine inquiries regarding a Fund or Class, assisting in changing account designations and addresses, maintaining such accounts or such other services as a Fund may require, to the extent permitted by applicable statutes, rules, or regulations, we shall pay you a Rule 12b-1 servicing fee. To the extent that you participate in the distribution of Fund shares that are eligible for a Rule 12b-1 distribution fee, we shall also pay you a Rule 12b-1distribution 12b-1 distribution fee. All Rule 12b-1 servicing and distribution fees shall be based on the value of shares attributable to customers of your firm and eligible for such payment, and shall be calculated on the basis and at the rates set forth in the compensation schedule then in effect for the applicable Plan (the “"Schedule”"). Without prior approval by a majority of the outstanding shares of a particular Class of a Fund which has a Plan, the aggregate annual fees paid to you pursuant to such Plan shall not exceed the amounts stated as the “"annual maximums” " in such Plan Class’ Prospectus' prospectus, which amount shall be a specified percent of the value of such Plan Class’ ' net assets held in your customers’ ' accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as such Plan Class uses to compute its net assets as set forth in its effective Prospectusprospectus). You shall furnish us and each Fund that has a Plan Class (each, a “"Plan Fund”") with such information as shall reasonably be requested by the Board of Directors, Trustees or Managing General Partners (hereinafter referred to as “"Directors”") of such Plan Fund with respect to the fees paid to you pursuant to the Schedule of such Plan Fund. We shall furnish to the Boards of Directors of the Plan Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made. Each Plan and the provisions of any agreement relating to such Plan must be approved annually by a vote of the Directors of the Fund that has such Plan, including such persons who are not interested persons of such Plan Fund and who have no financial interest in such Plan or any related agreement (“"Rule 12b-1 Directors”"). Each Plan or the provisions of this Agreement relating to such Plan may be terminated at any time by the vote of a majority of the Rule 12b-1 Directors, or by a vote of a majority of the outstanding shares of the Class that has such Plan, on sixty (60) days’ ' written notice, without payment of any penalty. A Plan or the provisions of this Agreement may also be terminated by any act that terminates the underwriting agreement Underwriting Agreement between us and the Fund that has such Plan, and/or the management or administration agreement between Franklin Advisers, Inc. or Txxxxxxxx Xxxxxxxxx Investment Counsel, LLC Inc. or their affiliates and such Plan Fund. In the event of the termination of a Plan for any reason, the provisions of this Agreement relating to such Plan will also terminate. Continuation of a Plan and provisions of this Agreement relating to such Plan are conditioned on Rule 12b-1 Directors being ultimately responsible for selecting and nominating any new Rule 12b-1 Directors. Under Rule 12b-1, Directors of any of the Plan Funds have a duty to request and evaluate, and persons who are party to any agreement related to a Plan have a duty to furnish, such information as may reasonably be necessary to an informed determination of whether the Plan or any agreement should be implemented or continued. Under Rule 12b-1, a Plan Fund is permitted to implement or continue a Plan or the provisions of this Agreement relating to such Plan from year to year only if, based on certain legal considerations, the Directors of such Plan Fund are able to conclude that such Plan will benefit the Plan Class. Absent such yearly determination, such Plan and the provisions of this Agreement relating to such Plan must be terminated as set forth above. In addition, any obligation assumed by a Fund pursuant to this Agreement shall be limited in all cases to the assets of such Fund and no person shall seek satisfaction thereof from shareholders of a Fund. You agree to waive payment of any amounts payable to you by us under a Fund’s Plan until such time as we are in receipt of such fee from the Fund. The provisions of the Plans between the Plan Funds and us shall have control over the provisions of this Agreement in the event of any inconsistency.

Plans. You are invited to participate in all distribution plans (each, a “"Plan”") adopted for a Class of a Fund or for a Fund that has only a single Class (each, a “"Plan Class”") pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended (the "1940 Act"). To the extent you provide administrative and other services, including, but not limited to, furnishing personal and other services and assistance to your customers who own shares of a Plan Class, answering routine inquiries regarding a Fund or Class, assisting in changing account designations and addresses, maintaining such accounts or such other services as a Fund may require, to the extent permitted by applicable statutes, rules, or regulations, we shall pay you a Rule 12b-1 servicing fee. To the extent that you participate in the distribution of Fund shares that are eligible for a Rule 12b-1 distribution fee, we shall also pay you a Rule 12b-1distribution 12b-1 distribution fee. All Rule 12b-1 servicing and distribution fees shall be based on the value of shares attributable to customers of your firm and eligible for such payment, and shall be calculated on the basis and at the rates set forth in the compensation schedule then in effect for the applicable Plan (the “"Schedule”"). Without prior approval by a majority of the outstanding shares of a particular Class of a Fund which has a Plan, the aggregate annual fees paid to you pursuant to such Plan shall not exceed the amounts stated as the “"annual maximums” " in such Plan Class’ ' Prospectus, which amount shall be a specified percent of the value of such Plan Class’ ' net assets held in your customers’ ' accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as such Plan Class uses to compute its net assets as set forth in its effective Prospectus). You shall furnish us and each Fund that has a Plan Class (each, a “"Plan Fund”") with such information as shall reasonably be requested by the Board of Directors, Trustees or Managing General Partners (hereinafter referred to as “"Directors”") of such Plan Fund with respect to the fees paid to you pursuant to the Schedule of such Plan Fund. We shall furnish to the Directors of the Plan Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made. Each Plan and the provisions of any agreement relating to such Plan must be approved annually by a vote of the Directors of the Fund that has such Plan, including such persons who are not interested persons of such Plan Fund and who have no financial interest in such Plan or any related agreement (“"Rule 12b-1 Directors”"). Each Plan or the provisions of this Agreement relating to such Plan may be terminated at any time by the vote of a majority of the Rule 12b-1 Directors, or by a vote of a majority of the outstanding shares of the Class that has such Plan, on sixty (60) days’ ' written notice, without payment of any penalty. A Plan or the provisions of this Agreement may also be terminated by any act that terminates the underwriting agreement between us and the Fund that has such Plan, and/or the management or administration agreement between Franklin Advisers, Inc. or Txxxxxxxx Investment Counsel, LLC or their affiliates and such Plan Fund. In the event of the termination of a Plan for any reason, the provisions of this Agreement relating to such Plan will also terminate. Continuation of a Plan and provisions of this Agreement relating to such Plan are conditioned on Rule 12b-1 Directors being ultimately responsible for selecting and nominating any new Rule 12b-1 Directors. Under Rule 12b-1, Directors of any of the Plan Funds have a duty to request and evaluate, and persons who are party to any agreement related to a Plan have a duty to furnish, such information as may reasonably be necessary to an informed determination of whether the Plan or any agreement should be implemented or continued. Under Rule 12b-1, a Plan Fund is permitted to implement or continue a Plan or the provisions of this Agreement relating to such Plan from year to year only if, based on certain legal considerations, the Directors of such Plan Fund are able to conclude that such Plan will benefit the Plan Class. Absent such yearly determination, such Plan and the provisions of this Agreement relating to such Plan must be terminated as set forth above. In addition, any obligation assumed by a Fund pursuant to this Agreement shall be limited in all cases to the assets of such Fund and no person shall seek satisfaction thereof from shareholders of a Fund. You agree to waive payment of any amounts payable to you by us under a Fund’s Plan until such time as we are in receipt of such fee from the Fund. The provisions of the Plans between the Plan Funds and us shall have control over the provisions of this Agreement in the event of any inconsistency.

Plans. You are invited to participate in all distribution plans (each, a “"Plan”") adopted for a Class of a Fund or for a Fund that has only a single Class (each, a “"Plan Class”") pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended (the "1940 Act"). To the extent you provide administrative and other services, including, but not limited to, furnishing personal and other services and assistance to your customers who own shares of a Plan Class, answering routine inquiries regarding a Fund or Class, assisting in changing account designations and addresses, maintaining such accounts or such other services as a Fund may require, to the extent permitted by applicable statutes, rules, or regulations, we shall pay you a Rule 12b-1 servicing fee. To the extent that you participate in the distribution of Fund shares that are eligible for a Rule 12b-1 distribution fee, we shall also pay you a Rule 12b-1distribution 12b-1 distribution fee. All Rule 12b-1 servicing and distribution fees shall be based on the value of shares attributable to customers of your firm and eligible for such payment, and shall be calculated on the basis and at the rates set forth in the compensation schedule then in effect for the applicable Plan (the “"Schedule”"). Without prior approval by a majority of the outstanding shares of a particular Class of a Fund which has a Plan, the aggregate annual fees paid to you pursuant to such Plan shall not exceed the amounts stated as the “"annual maximums” " in such Plan Class’ Prospectus' prospectus, which amount shall be a specified percent of the value of such Plan Class’ ' net assets held in your customers’ ' accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as such Plan Class uses to compute its net assets as set forth in its effective Prospectusprospectus). You shall furnish us and each Fund that has a Plan Class (each, a “"Plan Fund”") with such information as shall reasonably be requested by the Board of Directors, Trustees or Managing General Partners (hereinafter referred to as “"Directors”") of such Plan Fund with respect to the fees paid to you pursuant to the Schedule of such Plan Fund. We shall furnish to the Boards of Directors of the Plan Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made. Each Plan and the provisions of any agreement relating to such Plan must be approved annually by a vote of the Directors of the Fund that has such Plan, including such persons who are not interested persons of such Plan Fund and who have no financial interest in such Plan or any related agreement (“"Rule 12b-1 Directors”"). Each Plan or the provisions of this Agreement relating to such Plan may be terminated at any time by the vote of a majority of the Rule 12b-1 Directors, or by a vote of a majority of the outstanding shares of the Class that has such Plan, on sixty (60) days’ ' written notice, without payment of any penalty. A Plan or the provisions of this Agreement may also be terminated by any act that terminates the underwriting agreement Underwriting Agreement between us and the Fund that has such Plan, and/or the management or administration agreement between Franklin Advisers, Inc. or Txxxxxxxx Templeton Investment Counsel, LLC or Xxx. xx their affiliates and such Plan Fund. In the event of the termination of a Plan for any reason, the provisions of this Agreement relating to such Plan will also terminate. Continuation of a Plan and provisions of this Agreement relating to such Plan are conditioned on Rule 12b-1 Directors being ultimately responsible for selecting and nominating any new Rule 12b-1 Directors. Under Rule 12b-1, Directors of any of the Plan Funds have a duty to request and evaluate, and persons who are party to any agreement related to a Plan have a duty to furnish, such information as may reasonably be necessary to an informed determination of whether the Plan or any agreement should be implemented or continued. Under Rule 12b-1, a Plan Fund is permitted to implement or continue a Plan or the provisions of this Agreement relating to such Plan from year to year only if, based on certain legal considerations, the Directors of such Plan Fund are able to conclude that such Plan will benefit the Plan Class. Absent such yearly determination, such Plan and the provisions of this Agreement relating to such Plan must be terminated as set forth above. In addition, any obligation assumed by a Fund pursuant to this Agreement shall be limited in all cases to the assets of such Fund and no person shall seek satisfaction thereof from shareholders of a Fund. You agree to waive payment of any amounts payable to you by us under a Fund’s Plan until such time as we are in receipt of such fee from the Fund. The provisions of the Plans between the Plan Funds and us shall have control over the provisions of this Agreement in the event of any inconsistency.

Plans. You are also invited to participate in all distribution plans Plans adopted by the Funds (each, a “Plan”) adopted for a Class of a Fund or for a Fund that has only a single Class (each, a “the "Plan Class”Funds") pursuant to Rule 12b-1 under the 1940 Act. To the extent you provide administrative and other services, including, but not limited to, furnishing personal and other services and assistance to your customers who own shares of a Plan ClassFund, answering routine inquiries regarding a Fund or ClassFund, assisting in changing account designations and addresses, maintaining such accounts or such other services as a Fund may require, to the extent permitted by applicable statutes, rules, or regulations, we shall pay you a Rule 12b-1 servicing fee. To the extent that you participate in the distribution of Fund shares that which are eligible for a Rule 12b-1 distribution fee, we shall also pay you a Rule 12b-1distribution 12b-1 distribution fee. All Rule 12b-1 servicing and distribution fees shall be based on the value of shares attributable to customers of your firm and eligible for such payment, and shall be calculated on the basis and at the rates set forth in the compensation schedule then in effect for the applicable Plan (the “Schedule”)effect. Without prior approval by a majority of the outstanding shares of a particular Class of a Fund which has a PlanFund, the aggregate annual fees paid to you pursuant to such each Plan shall not exceed the amounts stated as the “"annual maximums” " in such Plan Class’ Prospectuseach Fund's prospectus, which amount shall be a specified percent of the value of such Plan Class’ the Fund's net assets held in your customers’ ' accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as such Plan Class each Fund uses to compute its net assets as set forth in its effective Prospectus). You shall furnish us and each Fund that has a Plan Class (each, a “Plan Fund”) with such information as shall reasonably be requested by the Board Boards of Directors, Trustees or Managing General Partners (hereinafter referred to as “"Directors”") of such Plan Fund Funds with respect to the fees paid to you pursuant to the Schedule of such Plan FundSchedule. We shall furnish to the Boards of Directors of the Plan Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made. Each Plan The Plans and the provisions of any agreement relating to such Plan Plans must be approved annually by a vote of the Directors of the Fund that has such PlanPlan Funds' Directors, including such persons who are not interested persons of such the Plan Fund Funds and who have no financial interest in such Plan the Plans or any related agreement (“"Rule 12b-1 Directors”"). Each Plan The Plans or the provisions of this Agreement relating to such Plan Plans may be terminated at any time by the vote of a majority of the Plan Funds' Boards of Directors, including Rule 12b-1 Directors, or by a vote of a majority of the outstanding shares of the Class that has such PlanPlan Funds, on sixty (60) days’ ' written notice, without payment of any penalty. A Plan The Plans or the provisions of this Agreement may also be terminated by any act that terminates the underwriting agreement Underwriting Agreement between us and the Fund that has such PlanPlan Funds, and/or the management or administration agreement between Franklin Advisers, Inc. or Txxxxxxxx Investment Counsel, LLC Inc. or their affiliates and such the Plan FundFunds. In the event of the termination of a Plan the Plans for any reason, the provisions of this Agreement relating to such Plan the Plans will also terminate. Continuation of a Plan the Plans and provisions of this Agreement relating to such Plan Plans are conditioned on Rule 12b-1 Directors being ultimately responsible for selecting and nominating any new Rule 12b-1 Directors. Under Rule 12b-1, Directors of any of the Plan Funds have a duty to request and evaluate, and persons who are party to any agreement related to a Plan have a duty to furnish, such information as may reasonably be necessary to an informed determination of whether the Plan or any agreement should be implemented or continued. Under Parties to this Agreement who provide services to Plan Funds in the promotion of shares of such Funds should be aware that under Rule 12b-1, a 12b-1 Plan Fund is Funds are permitted to implement or continue a Plan Plans or the provisions of this Agreement relating to such Plan Plans from year to year-to-year only if, based on certain legal considerations, the Directors of such Plan Fund are board is able to conclude that such Plan the Plans will benefit the Plan ClassFunds. Absent such yearly determination, such Plan determination the Plans and the provisions of this Agreement relating to such Plan the Plans must be terminated as set forth above. In addition, any obligation assumed by a Fund pursuant to this Agreement shall be limited in all cases to the assets of such Fund and no person shall seek satisfaction thereof from shareholders of a Fund. You agree to waive payment of any amounts payable to you by us under a Fund’s 's Plan of Distribution pursuant to Rule 12b-1 until such time as we are in receipt of such fee from the Fund. The provisions of the Rule 12b-1 Plans between the Plan Funds and us us, insofar as they relate to Plans, shall have control over the provisions of this Agreement in the event of any inconsistency.

Plans. You are invited to participate in all distribution plans (each, a “Plan”) adopted for a Class of a Fund or for a Fund that has only a single Class (each, a “Plan Class”) pursuant to Rule 12b-1 under the 1940 Act. To the extent you provide administrative and other services, including, but not limited to, furnishing personal and other services and assistance to your customers who own shares of a Plan Class, answering routine inquiries regarding a Fund or Class, assisting in changing account designations and addresses, maintaining such accounts or such other services as a Fund may require, to the extent permitted by applicable statutes, rules, or regulations, we shall pay you a Rule 12b-1 servicing fee. To the extent that you participate in the distribution of Fund shares that are eligible for a Rule 12b-1 distribution fee, we shall also pay you a Rule 12b-1distribution 12b-1 distribution fee. All Rule 12b-1 servicing and distribution fees shall be based on the value of shares attributable to customers of your firm and eligible for such payment, and shall be calculated on the basis and at the rates set forth in the compensation schedule then in effect for the applicable Plan (the “Schedule”). Without prior approval by a majority of the outstanding shares of a particular Class of a Fund which has a Plan, the aggregate annual fees paid to you pursuant to such Plan shall not exceed the amounts stated as the “annual maximums” in such Plan Class’ Prospectus, which amount shall be a specified percent of the value of such Plan Class’ net assets held in your customers’ accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as such Plan Class uses to compute its net assets as set forth in its effective Prospectus). You shall furnish us and each Fund that has a Plan Class (each, a “Plan Fund”) with such information as shall reasonably be requested by the Board of Directors, Trustees or Managing General Partners (hereinafter referred to as “Directors”) of such Plan Fund with respect to the fees paid to you pursuant to the Schedule of such Plan Fund. We shall furnish to the Directors of the Plan Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made. Each Plan and the provisions of any agreement relating to such Plan must be approved annually by a vote of the Directors of the Fund that has such Plan, including such persons who are not interested persons of such Plan Fund and who have no financial interest in such Plan or any related agreement (“Rule 12b-1 Directors”). Each Plan or the provisions of this Agreement relating to such Plan may be terminated at any time by the vote of a majority of the Rule 12b-1 Directors, or by a vote of a majority of the outstanding shares of the Class that has such Plan, on sixty (60) days’ written notice, without payment of any penalty. A Plan or the provisions of this Agreement may also be terminated by any act that terminates the underwriting agreement between us and the Fund that has such Plan, and/or the management or administration agreement between Franklin Advisers, Inc. or Txxxxxxxx Xxxxxxxxx Investment Counsel, LLC or their affiliates and such Plan Fund. In the event of the termination of a Plan for any reason, the provisions of this Agreement relating to such Plan will also terminate. Continuation of a Plan and provisions of this Agreement relating to such Plan are conditioned on Rule 12b-1 Directors being ultimately responsible for selecting and nominating any new Rule 12b-1 Directors. Under Rule 12b-1, Directors of any of the Plan Funds have a duty to request and evaluate, and persons who are party to any agreement related to a Plan have a duty to furnish, such information as may reasonably be necessary to an informed determination of whether the Plan or any agreement should be implemented or continued. Under Rule 12b-1, a Plan Fund is permitted to implement or continue a Plan or the provisions of this Agreement relating to such Plan from year to year only if, based on certain legal considerations, the Directors of such Plan Fund are able to conclude that such Plan will benefit the Plan Class. Absent such yearly determination, such Plan and the provisions of this Agreement relating to such Plan must be terminated as set forth above. In addition, any obligation assumed by a Fund pursuant to this Agreement shall be limited in all cases to the assets of such Fund and no person shall seek satisfaction thereof from shareholders of a Fund. You agree to waive payment of any amounts payable to you by us under a Fund’s Plan until such time as we are in receipt of such fee from the Fund. The provisions of the Plans between the Plan Funds and us shall have control over the provisions of this Agreement in the event of any inconsistency.

Plans. You are invited to participate in all distribution plans (each, a “Plan”) adopted for a Class of a Fund or for a Fund that has only a single Class (each, a “Plan Class”) pursuant to Rule 12b-1 under the 1940 Act. To the extent you provide administrative and other services, including, but not limited to, furnishing personal and other services and assistance to your customers who own shares of a Plan Class, answering routine inquiries regarding a Fund or Class, assisting in changing account designations and addresses, maintaining such accounts or such other services as a Fund may require, to the extent permitted by applicable statutes, rules, or regulations, we shall pay you a Rule 12b-1 servicing fee. To the extent that you participate in the distribution of Fund shares that are eligible for a Rule 12b-1 distribution fee, we shall also pay you a Rule 12b-1distribution fee. All Rule 12b-1 servicing and distribution fees shall be based on the value of shares attributable to customers of your firm and eligible for such payment, and shall be calculated on the basis and at the rates set forth in the compensation schedule then in effect for the applicable Plan (the “Schedule”). Without prior approval by a majority of the outstanding shares of a particular Class of a Fund which has a Plan, the aggregate annual fees paid to you pursuant to such Plan shall not exceed the amounts stated as the “annual maximums” in such Plan Class’ Prospectus, which amount shall be a specified percent of the value of such Plan Class’ net assets held in your customers’ accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as such Plan Class uses to compute its net assets as set forth in its effective Prospectus). You shall furnish us and each Fund that has a Plan Class (each, a “Plan Fund”) with such information as shall reasonably be requested by the Board of Directors, Trustees or Managing General Partners (hereinafter referred to as “Directors”) of such Plan Fund with respect to the fees paid to you pursuant to the Schedule of such Plan Fund. We shall furnish to the Directors of the Plan Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made. Each Plan and the provisions of any agreement relating to such Plan must be approved annually by a vote of the Directors of the Fund that has such Plan, including such persons who are not interested persons of such Plan Fund and who have no financial interest in such Plan or any related agreement (“Rule 12b-1 Directors”). Each Plan or the provisions of this Agreement relating to such Plan may be terminated at any time by the vote of a majority of the Rule 12b-1 Directors, or by a vote of a majority of the outstanding shares of the Class that has such Plan, on sixty (60) days’ written notice, without payment of any penalty. A Plan or the provisions of this Agreement may also be terminated by any act that terminates the underwriting agreement between us and the Fund that has such Plan, and/or the management or administration agreement between Franklin Advisers, Inc. or Txxxxxxxx Xxxxxxxxx Investment Counsel, LLC or their affiliates and such Plan Fund. In the event of the termination of a Plan for any reason, the provisions of this Agreement relating to such Plan will also terminate. Continuation of a Plan and provisions of this Agreement relating to such Plan are conditioned on Rule 12b-1 Directors being ultimately responsible for selecting and nominating any new Rule 12b-1 Directors. Under Rule 12b-1, Directors of any of the Plan Funds have a duty to request and evaluate, and persons who are party to any agreement related to a Plan have a duty to furnish, such information as may reasonably be necessary to an informed determination of whether the Plan or any agreement should be implemented or continued. Under Rule 12b-1, a Plan Fund is permitted to implement or continue a Plan or the provisions of this Agreement relating to such Plan from year to year only if, based on certain legal considerations, the Directors of such Plan Fund are able to conclude that such Plan will benefit the Plan Class. Absent such yearly determination, such Plan and the provisions of this Agreement relating to such Plan must be terminated as set forth above. In addition, any obligation assumed by a Fund pursuant to this Agreement shall be limited in all cases to the assets of such Fund and no person shall seek satisfaction thereof from shareholders of a Fund. You agree to waive payment of any amounts payable to you by us under a Fund’s Plan until such time as we are in receipt of such fee from the Fund. The provisions of the Plans between the Plan Funds and us shall have control over the provisions of this Agreement in the event of any inconsistency.

Plans. You are invited to participate in all distribution plans (each, a “"Plan”") adopted for a Class of a Fund or for a Fund that has only a single Class (each, a “"Plan Class”") pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended (the "1940 Act"). To the extent you provide administrative and other services, including, but not limited to, furnishing personal and other services and assistance to your customers who own shares of a Plan Class, answering routine inquiries regarding a Fund or Class, assisting in changing account designations and addresses, maintaining such accounts or such other services as a Fund may require, to the extent permitted by applicable statutes, rules, or regulations, we shall pay you a Rule 12b-1 servicing fee. To the extent that you participate in the distribution of Fund shares that are eligible for a Rule 12b-1 distribution fee, we shall also pay you a Rule 12b-1distribution 12b-1 distribution fee. All Rule 12b-1 servicing and distribution fees shall be based on the value of shares attributable to customers of your firm and eligible for such payment, and shall be calculated on the basis and at the rates set forth in the compensation schedule then in effect for the applicable Plan (the “"Schedule”"). Without prior approval by a majority of the outstanding shares of a particular Class of a Fund which has a Plan, the aggregate annual fees paid to you pursuant to such Plan shall not exceed the amounts stated as the “"annual maximums” " in such Plan Class’ ' Prospectus, which amount shall be a specified percent of the value of such Plan Class’ ' net assets held in your customers’ ' accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as such Plan Class uses to compute its net assets as set forth in its effective Prospectus). You shall furnish us and each Fund that has a Plan Class (each, a “"Plan Fund”") with such information as shall reasonably be requested by the Board of Directors, Trustees or Managing General Partners (hereinafter referred to as “"Directors”") of such Plan Fund with respect to the fees paid to you pursuant to the Schedule of such Plan Fund. We shall furnish to the Directors of the Plan Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made. Each Plan and the provisions of any agreement relating to such Plan must be approved annually by a vote of the Directors of the Fund that has such Plan, including such persons who are not interested persons of such Plan Fund and who have no financial interest in such Plan or any related agreement (“"Rule 12b-1 Directors”"). Each Plan or the provisions of this Agreement relating to such Plan may be terminated at any time by the vote of a majority of the Rule 12b-1 Directors, or by a vote of a majority of the outstanding shares of the Class that has such Plan, on sixty (60) days’ ' written notice, without payment of any penalty. A Plan or the provisions of this Agreement may also be terminated by any act that terminates the underwriting agreement between us and the Fund that has such Plan, and/or the management or administration agreement between Franklin Advisers, Inc. or Txxxxxxxx Xxxxxxxxx Investment Counsel, LLC or their affiliates and such Plan Fund. In the event of the termination of a Plan for any reason, the provisions of this Agreement relating to such Plan will also terminate. Continuation of a Plan and provisions of this Agreement relating to such Plan are conditioned on Rule 12b-1 Directors being ultimately responsible for selecting and nominating any new Rule 12b-1 Directors. Under Rule 12b-1, Directors of any of the Plan Funds have a duty to request and evaluate, and persons who are party to any agreement related to a Plan have a duty to furnish, such information as may reasonably be necessary to an informed determination of whether the Plan or any agreement should be implemented or continued. Under Rule 12b-1, a Plan Fund is permitted to implement or continue a Plan or the provisions of this Agreement relating to such Plan from year to year only if, based on certain legal considerations, the Directors of such Plan Fund are able to conclude that such Plan will benefit the Plan Class. Absent such yearly determination, such Plan and the provisions of this Agreement relating to such Plan must be terminated as set forth above. In addition, any obligation assumed by a Fund pursuant to this Agreement shall be limited in all cases to the assets of such Fund and no person shall seek satisfaction thereof from shareholders of a Fund. You agree to waive payment of any amounts payable to you by us under a Fund’s Plan until such time as we are in receipt of such fee from the Fund. The provisions of the Plans between the Plan Funds and us shall have control over the provisions of this Agreement in the event of any inconsistency.

Plans. You are also invited to participate in all distribution plans Plans adopted by the Funds listed on Attachment A (each, a “Plan”) adopted for a Class of a Fund or for a Fund that has only a single Class (each, a “the "Plan Class”Funds") pursuant to Rule 12b-1 under the 1940 Act. To the extent you provide administrative and other services, including, but not limited to, furnishing personal and other services and assistance to your customers who own shares of a Plan ClassFund, answering routine inquiries regarding a Fund or ClassFund, assisting in changing account designations and addresses, maintaining such accounts or such other services as a Fund may require, to the extent permitted by applicable statutes, rules, or regulations, we shall pay you a Rule 12b-1 servicing fee. fee as set forth on Attachment A. To the extent that you participate in the distribution of Fund shares that which are eligible for a Rule 12b-1 distribution fee, we shall also pay you a Rule 12b-1distribution fee. 12b-1 distribution fee as set forth on Attachment A. All Rule 12b-1 servicing and distribution fees shall be based on the value of shares attributable to customers of your firm and eligible for such payment, and shall be calculated on the basis and at the rates set forth in the compensation schedule then in effect for the applicable Plan (the “Schedule”)effect. Without prior approval by a majority of the outstanding shares of a particular Class of a Fund which has a PlanFund, the aggregate annual fees paid to you pursuant to such each Plan shall not exceed the amounts stated as the “"annual maximums” " in such Plan Class’ Prospectuseach Fund's prospectus, which amount shall be a specified percent of the value of such Plan Class’ the Fund's net assets held in your customers’ ' accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as such Plan Class each Fund uses to compute its net assets as set forth in its effective Prospectus). You shall furnish us and each Fund that has a Plan Class (each, a “Plan Fund”) with such information as shall reasonably be requested by the Board Boards of Directors, Trustees or Managing General Partners (hereinafter referred to as “"Directors”") of such Plan Fund Funds with respect to the fees paid to you pursuant to the Schedule of such Plan FundSchedule. We shall furnish to the Boards of Directors of the Plan Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made. Each Plan The Plans and the provisions of any agreement relating to such Plan Plans must be approved annually by a vote of the Directors of the Fund that has such PlanPlan Funds' Directors, including such persons who are not interested persons of such the Plan Fund Funds and who have no financial interest in such Plan the Plans or any related agreement (“Rule 12b-1 "Qualified Directors”"). Each Plan The Plans or the provisions of this Agreement relating to such Plan Plans may be terminated at any time by the vote of a majority of the Rule 12b-1 Plan Funds' Boards of Directors, including Qualified Directors, or by a vote of a majority of the outstanding shares of the Class that has such PlanPlan Funds, on sixty (60) days’ ' written notice, without payment of any penalty. A Plan The Plans or the provisions of this Agreement may also be terminated by any act that terminates the underwriting agreement between us and the Fund that has such PlanPlan Funds, and/or the management or administration agreement between Franklin Advisers, Inc. U.S. Global Investors Funds or Txxxxxxxx Investment Counsel, LLC U.S. Global Accolade Funds or their affiliates and such the Plan FundFunds. In the event of the termination of a Plan the Plans for any reason, the provisions of this Agreement relating to such Plan the Plans will also terminate. Continuation of a Plan and provisions of this Agreement relating to such Plan are conditioned on Rule 12b-1 Directors being ultimately responsible for selecting and nominating any new Rule 12b-1 Directors. Under Rule 12b-1, Directors of any of the Plan Funds have a duty to request and evaluate, and persons who are party to any agreement related to a Plan have a duty to furnish, such information as may reasonably be necessary to an informed determination of whether the Plan or any agreement should be implemented or continued. Under Rule 12b-1, a Plan Fund is permitted to implement or continue a Plan or the provisions of this Agreement relating to such Plan from year to year only if, based on certain legal considerations, the Directors of such Plan Fund are able to conclude that such Plan will benefit the Plan Class. Absent such yearly determination, such Plan and the provisions of this Agreement relating to such Plan must be terminated as set forth above. In addition, any obligation assumed by a Fund pursuant to this Agreement shall be limited in all cases to the assets of such Fund and no person shall seek satisfaction thereof from shareholders of a Fund. You agree to waive payment of any amounts payable to you by us under a Fund’s Plan until such time as we are in receipt of such fee from the Fund. The provisions of the Plans between the Plan Funds and us shall have control over the provisions of this Agreement in the event of any inconsistency.

Plans. You are invited to participate in all distribution plans (each, a “Plan”) adopted for a Class of a Fund or for a Fund that has only a single Class (each, a “Plan Class”) pursuant to Rule 12b-1 under the 1940 Act. To the extent you provide Dealer provides administrative and other services, including, but not limited to, furnishing personal and other services and assistance to your Dealer's customers who own shares Shares of a Plan Classthe Portfolio pursuant to Rule 12b-1 under the 1940 Act, answering routine inquiries regarding a Fund or Classthe Portfolio, assisting in changing account designations and addresses, maintaining such accounts or such other services as a Fund the Portfolio may require, to the extent permitted by applicable statutes, rules, or regulations, we Distributor shall pay you the Dealer a Rule 12b-1 servicing fee. To the extent that you participate Dealer participates in the distribution of Fund shares that Portfolio Shares which are eligible for a Rule 12b-1 distribution fee, we Distributor shall also pay you Dealer a Rule 12b-1distribution 12b-1 distribution fee. All Rule 12b-1 servicing and distribution fees shall be based on the value of shares Shares attributable to customers of your Dealer's firm and eligible for such payment, and shall be calculated on the basis and at the rates set forth in the compensation schedule then in effect for the applicable Plan (the “Schedule”)effect. Without prior approval by a majority of the outstanding shares Shares of a particular Class of a Fund which has a Planthe Portfolio, the aggregate annual fees paid to you the Dealer pursuant to such each Plan shall not exceed the amounts stated as the “"annual maximums” " in such Plan Class’ Prospectusthe Portfolio's prospectus, which amount shall be a specified percent of the value of such Plan Class’ the Portfolio's net assets held in your Dealer's customers’ ' accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as such Plan Class the Portfolio uses to compute its net assets as set forth in its effective Prospectus). You Dealer shall furnish us Distributor and each Fund that has a Plan Class (each, a “Plan Fund”) the Portfolio with such information as shall reasonably be requested by the Board of Directors, Trustees or Managing General Partners Directors (hereinafter herein after referred to as “"Directors”") of such Plan the Fund with respect to the fees paid to you Dealer pursuant to the Schedule of such Plan Fundthis Agreement. We shall furnish to the Directors of the Plan Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made. Each The Plan and the provisions of any agreement relating to such the Plan must be approved annually by a vote of the Directors of the Fund that has such PlanFund's Directors, including such persons who are not interested persons of such Plan the Fund and who have no financial interest in such the Plan or any related agreement (“"Rule 12b-1 Directors”"). Each The Plan or the provisions of this Agreement relating to such the Plan may be terminated at any time by the vote of a majority of the Fund's Board of Directors, including Rule 12b-1 Directors, or by a vote of a majority of the outstanding shares Shares of the Class that has such PlanPortfolio, on sixty (60) days’ days written notice, without payment of any penalty. A The Plan or the provisions of this Agreement may also be terminated by any act that terminates the underwriting agreement Distribution Agreement between us AMT Capital Services, Inc. and the Fund that has such Plan, and/or the management or administration agreement between Franklin Advisers, Inc. or Txxxxxxxx Investment Counsel, LLC or their affiliates and such Plan FundPortfolio. In the event of the termination of a the Plan for any reason, the provisions of this Agreement relating to such the Plan will also terminate. Continuation of a the Plan and provisions of this Agreement relating to such the Plan are conditioned on compliance with Rule 12b-1 Directors being ultimately responsible for selecting and nominating any new Rule 12b-1 Directors12b-1. Under Rule 12b-1, Directors of any of the Plan Funds Fund have a duty to request and evaluate, and persons who are party to any agreement related to a Plan plan have a duty to furnish, such information as may reasonably be necessary to an informed determination of whether the Plan or any agreement should be implemented or continued. Under Rule 12b-1, a Plan Fund the Portfolio is permitted to implement or continue a the Plan or the provisions of this Agreement relating to such Plan from year to year-to-year only if, based on certain legal considerations, the Board of Directors of such Plan Fund are is able to conclude that such Plan will benefit the Plan Class. Absent such yearly determination, such Plan and the provisions of this Agreement relating to such Plan must may be terminated continued as set forth above. In addition, any obligation assumed by a Fund the Portfolio pursuant to this Agreement shall be limited in all cases to the assets of such Fund the Portfolio and no person shall seek satisfaction thereof from shareholders of a Fund. You agree to waive payment of any amounts payable to you by us under a Fund’s Plan until such time as we are in receipt of such fee from the FundPortfolio. The provisions of the Plans Rule 12b-1 Plan between the Plan Funds Portfolio and us the Distributor shall have control over the provisions of this Agreement in the event of any inconsistency.

Plans. You are invited to participate in all distribution plans (each, a “"Plan”") adopted for a Class of a Fund or for a Fund that has only a single Class (each, a “"Plan Class”") pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended (the "1940 Act"). To the extent you provide administrative and other services, including, but not limited to, furnishing personal and other services and assistance to your customers who own shares of a Plan Class, answering routine inquiries regarding a Fund or Class, assisting in changing account designations and addresses, maintaining such accounts or such other services as a Fund may require, to the extent permitted by applicable statutes, rules, or regulations, we shall pay you a Rule 12b-1 servicing fee. To the extent that you participate in the distribution of Fund shares that are eligible for a Rule 12b-1 distribution fee, we shall also pay you a Rule 12b-1distribution 12b-1 distribution fee. All Rule 12b-1 servicing and distribution fees shall be based on the value of shares attributable to customers of your firm and eligible for such payment, and shall be calculated on the basis and at the rates set forth in the compensation schedule then in effect for the applicable Plan (the “"Schedule”"). Without prior approval by a majority of the outstanding shares of a particular Class of a Fund which has a Plan, the aggregate annual fees paid to you pursuant to such Plan shall not exceed the amounts stated as the “"annual maximums” " in such Plan Class’ Prospectus' prospectus, which amount shall be a specified percent of the value of such Plan Class’ ' net assets held in your customers’ ' accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as such Plan Class uses to compute its net assets as set forth in its effective Prospectusprospectus). You shall furnish us and each Fund that has a Plan Class (each, a “"Plan Fund”") with such information as shall reasonably be requested by the Board of Directors, Trustees or Managing General Partners (hereinafter referred to as “"Directors”") of such Plan Fund with respect to the fees paid to you pursuant to the Schedule of such Plan Fund. We shall furnish to the Boards of Directors of the Plan Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made. Each Plan and the provisions of any agreement relating to such Plan must be approved annually by a vote of the Directors of the Fund that has such Plan, including such persons who are not interested persons of such Plan Fund and who have no financial interest in such Plan or any related agreement (“"Rule 12b-1 Directors”"). Each Plan or the provisions of this Agreement relating to such Plan may be terminated at any time by the vote of a majority of the Rule 12b-1 Directors, or by a vote of a majority of the outstanding shares of the Class that has such Plan, on sixty (60) days’ ' written notice, without payment of any penalty. A Plan or the provisions of this Agreement may also be terminated by any act that terminates the underwriting agreement Underwriting Agreement between us and the Fund that has such Plan, and/or the management or administration agreement between Franklin Advisers, Inc. or Txxxxxxxx Templeton Investment Counsel, LLC or their Inc. xx xxxxr affiliates and such Plan Fund. In the event of the termination of a Plan for any reason, the provisions of this Agreement relating to such Plan will also terminate. Continuation of a Plan and provisions of this Agreement relating to such Plan are conditioned on Rule 12b-1 Directors being ultimately responsible for selecting and nominating any new Rule 12b-1 Directors. Under Rule 12b-1, Directors of any of the Plan Funds have a duty to request and evaluate, and persons who are party to any agreement related to a Plan have a duty to furnish, such information as may reasonably be necessary to an informed determination of whether the Plan or any agreement should be implemented or continued. Under Rule 12b-1, a Plan Fund is permitted to implement or continue a Plan or the provisions of this Agreement relating to such Plan from year to year-to-year only if, based on certain legal considerations, the Board of Directors of such Plan Fund are is able to conclude that such Plan will benefit the Plan Class. Absent such yearly determination, such Plan and the provisions of this Agreement relating to such Plan must be terminated as set forth above. In addition, any obligation assumed by a Fund pursuant to this Agreement shall be limited in all cases to the assets of such Fund and no person shall seek satisfaction thereof from shareholders of a Fund. You agree to waive payment of any amounts payable to you by us under a Fund’s 's Plan until such time as we are in receipt of such fee from the Fund. The provisions of the Plans between the Plan Funds and us shall have control over the provisions of this Agreement in the event of any inconsistency.

Plans. You are also invited to participate in all distribution plans Plans adopted by the Funds listed on Attachment A (each, a “Plan”) adopted for a Class of a Fund or for a Fund that has only a single Class (each, a “the "Plan Class”Funds") pursuant to Rule 12b-1 under the 1940 Act. To the extent you provide administrative and other services, including, but not limited to, furnishing personal and other services and assistance to your customers who own shares of a Plan ClassFund, answering routine inquiries regarding a Fund or ClassFund, assisting in changing account designations and addresses, maintaining such accounts or such other services as a Fund may require, to the extent permitted by applicable statutes, rules, or regulations, we shall pay you a Rule 12b-1 servicing fee. To the extent that you participate in the distribution of Fund shares that which are eligible for a Rule 12b-1 distribution fee, we shall also pay you a Rule 12b-1distribution 12b-1 distribution fee. All Rule 12b-1 servicing and distribution fees shall be based on the value of shares attributable to customers of your firm and eligible for such payment, and shall be calculated on the basis and at the rates set forth in the compensation schedule then in effect for the applicable Plan (the “Schedule”)effect. Without prior approval by a majority of the outstanding shares of a particular Class of a Fund which has a PlanFund, the aggregate annual fees paid to you pursuant to such each Plan shall not exceed the amounts stated as the “"annual maximums” " in such Plan Class’ Prospectuseach Fund's prospectus, which amount shall be a specified percent of the value of such Plan Class’ the Fund's net assets held in your customers’ ' accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as such Plan Class each Fund uses to compute its net assets as set forth in its effective Prospectus). You shall furnish us and each Fund that has a Plan Class (each, a “Plan Fund”) with such information as shall reasonably be requested by the Board Boards of Directors, Trustees or Managing General Partners (hereinafter referred to as “"Directors”") of such Plan Fund Funds with respect to the fees paid to you pursuant to the Schedule of such Plan FundSchedule. We shall furnish to the Boards of Directors of the Plan Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made. Each Plan The Plans and the provisions of any agreement relating to such Plan Plans must be approved annually by a vote of the Directors of the Fund that has such PlanPlan Funds' Directors, including such persons who are not interested persons of such the Plan Fund Funds and who have no financial interest in such Plan the Plans or any related agreement (“Rule 12b-1 "Qualified Directors”"). Each Plan The Plans or the provisions of this Agreement relating to such Plan Plans may be terminated at any time by the vote of a majority of the Rule 12b-1 Plan Funds' Boards of Directors, including Qualified Directors, or by a vote of a majority of the outstanding shares of the Class that has such PlanPlan Funds, on sixty (60) days’ ' written notice, without payment of any penalty. A Plan The Plans or the provisions of this Agreement may also be terminated by any act that terminates the underwriting agreement between us and the Fund that has such PlanPlan Funds, and/or the management or administration agreement between Franklin Advisers, Inc. U.S. Global Investors Funds or Txxxxxxxx Investment Counsel, LLC U.S. Global Accolade Funds or their affiliates and such the Plan FundFunds. In the event of the termination of a Plan the Plans for any reason, the provisions of this Agreement relating to such Plan the Plans will also terminate. Continuation of a Plan and provisions of this Agreement relating to such Plan are conditioned on Rule 12b-1 Directors being ultimately responsible for selecting and nominating any new Rule 12b-1 Directors. Under Rule 12b-1, Directors of any of the Plan Funds have a duty to request and evaluate, and persons who are party to any agreement related to a Plan have a duty to furnish, such information as may reasonably be necessary to an informed determination of whether the Plan or any agreement should be implemented or continued. Under Rule 12b-1, a Plan Fund is permitted to implement or continue a Plan or the provisions of this Agreement relating to such Plan from year to year only if, based on certain legal considerations, the Directors of such Plan Fund are able to conclude that such Plan will benefit the Plan Class. Absent such yearly determination, such Plan and the provisions of this Agreement relating to such Plan must be terminated as set forth above. In addition, any obligation assumed by a Fund pursuant to this Agreement shall be limited in all cases to the assets of such Fund and no person shall seek satisfaction thereof from shareholders of a Fund. You agree to waive payment of any amounts payable to you by us under a Fund’s Plan until such time as we are in receipt of such fee from the Fund. The provisions of the Plans between the Plan Funds and us shall have control over the provisions of this Agreement in the event of any inconsistency.

Plans. You are also invited to participate in all distribution plans Plans adopted by the Funds (each, a “Plan”) adopted for a Class of a Fund or for a Fund that has only a single Class (each, a “the "Plan Class”Funds") pursuant to Rule 12b-1 under the 1940 Act. To the extent you provide administrative and other services, including, but not limited to, furnishing personal and other services and assistance to your customers who own shares of a Plan ClassFund, answering routine inquiries regarding a Fund or ClassFund, assisting in changing account designations and addresses, maintaining such accounts or such other services as a Fund may require, to the extent permitted by applicable statutes, rules, or regulations, we shall pay you a Rule 12b-1 servicing fee. To the extent that you participate in the distribution of Fund shares that which are eligible for a Rule 12b-1 distribution fee, we shall also pay you a Rule 12b-1distribution 12b-1 distribution fee. All Rule 12b-1 servicing and distribution fees shall be based on the value of shares attributable to customers of your firm and eligible for such payment, and shall be calculated on the basis and at the rates set forth in the compensation schedule then in effect for the applicable Plan (the “Schedule”)effect. Without prior approval by a majority of the outstanding shares of a particular Class of a Fund which has a PlanFund, the aggregate annual fees paid to you pursuant to such each Plan shall not exceed the amounts stated as the “"annual maximums” " in such Plan Class’ Prospectuseach Fund's prospectus, which amount shall be a specified percent of the value of such Plan Class’ the Fund's net assets held in your customers’ ' accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as such Plan Class each Fund uses to compute its net assets as set forth in its effective Prospectus). You shall furnish us and each Fund that has a Plan Class (each, a “Plan Fund”) with such information as shall reasonably be requested by the Board Boards of Directors, Trustees or Managing General Partners (hereinafter referred to as “"Directors”") of such Plan Fund Funds with respect to the fees paid to you pursuant to the Schedule of such Plan FundSchedule. We shall furnish to the Boards of Directors of the Plan Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made. Each Plan The Plans and the provisions of any agreement relating to such Plan Plans must be approved annually by a vote of the Directors of the Fund that has such PlanPlan Funds' Directors, including such persons who are not interested persons of such the Plan Fund Funds and who have no financial interest in such Plan the Plans or any related agreement (“"Rule 12b-1 Directors”"). Each Plan The Plans or the provisions of this Agreement relating to such Plan Plans may be terminated at any time by the vote of a majority of the Plan Funds' Boards of Directors, including Rule 12b-1 Directors, or by a vote of a majority of the outstanding shares of the Class that has such PlanPlan Funds, on sixty (60) days’ ' written notice, without payment of any penalty. A Plan The Plans or the provisions of this Agreement may also be terminated by any act that terminates the underwriting agreement Underwriting Agreement between us and the Fund that has such PlanPlan Funds, and/or the management or administration agreement between Franklin Advisers, Inc. or Txxxxxxxx Templeton Investment Counsel, LLC or their Inc. xx xxxxr affiliates and such the Plan FundFunds. In the event of the termination of a Plan the Plans for any reason, the provisions of this Agreement relating to such Plan the Plans will also terminate. Continuation of a Plan and provisions of this Agreement relating to such Plan are conditioned on Rule 12b-1 Directors being ultimately responsible for selecting and nominating any new Rule 12b-1 Directors. Under Rule 12b-1, Directors of any of the Plan Funds have a duty to request and evaluate, and persons who are party to any agreement related to a Plan have a duty to furnish, such information as may reasonably be necessary to an informed determination of whether the Plan or any agreement should be implemented or continued. Under Rule 12b-1, a Plan Fund is permitted to implement or continue a Plan or the provisions of this Agreement relating to such Plan from year to year only if, based on certain legal considerations, the Directors of such Plan Fund are able to conclude that such Plan will benefit the Plan Class. Absent such yearly determination, such Plan and the provisions of this Agreement relating to such Plan must be terminated as set forth above. In addition, any obligation assumed by a Fund pursuant to this Agreement shall be limited in all cases to the assets of such Fund and no person shall seek satisfaction thereof from shareholders of a Fund. You agree to waive payment of any amounts payable to you by us under a Fund’s Plan until such time as we are in receipt of such fee from the Fund. The provisions of the Plans between the Plan Funds and us shall have control over the provisions of this Agreement in the event of any inconsistency.

Plans. You are also invited to participate in all distribution plans Plans adopted by the Funds (each, a “Plan”) adopted for a Class of a Fund or for a Fund that has only a single Class (each, a “the "Plan Class”Funds") pursuant to Rule 12b-1 under the 1940 Act. To the extent you provide administrative and other services, including, but not limited to, furnishing personal and other services and assistance to your customers who own shares of a Plan ClassFund, answering routine inquiries regarding a Fund or ClassFund, assisting in changing account designations and addresses, maintaining such accounts or such other services as a Fund may require, to the extent permitted by applicable statutes, rules, or regulations, we shall pay you a Rule 12b-1 servicing fee. To the extent that you participate in the distribution of Fund shares that which are eligible for a Rule 12b-1 distribution fee, we shall also pay you a Rule 12b-1distribution 12b-1 distribution fee. All Rule 12b-1 servicing and distribution fees shall be based on the value of shares attributable to customers of your firm and eligible for such payment, and shall be calculated on the basis and at the rates set forth in the compensation schedule then in effect for the applicable Plan (the “Schedule”)effect. Without prior approval by a majority of the outstanding shares of a particular Class of a Fund which has a PlanFund, the aggregate annual fees paid to you pursuant to such each Plan shall not exceed the amounts stated as the “"annual maximums” " in such Plan Class’ Prospectuseach Fund's prospectus, which amount shall be a specified percent of the value of such Plan Class’ the Fund's net assets held in your customers’ ' accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as such Plan Class each Fund uses to compute its net assets as set forth in its effective Prospectus). You shall furnish us and each Fund that has a Plan Class (each, a “Plan Fund”) with such information as shall reasonably be requested by the Board Boards of Directors, Trustees or Managing General Partners (hereinafter referred to as “"Directors”") of such Plan Fund Funds with respect to the fees paid to you pursuant to the Schedule of such Plan FundSchedule. We shall furnish to the Boards of Directors of the Plan Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made. Each Plan The Plans and the provisions of any agreement relating to such Plan Plans must be approved annually by a vote of the Directors of the Fund that has such PlanPlan Funds' Directors, including such persons who are not interested persons of such the Plan Fund Funds and who have no financial interest in such Plan the Plans or any related agreement (“"Rule 12b-1 Directors”"). Each Plan The Plans or the provisions of this Agreement relating to such Plan Plans may be terminated at any time by the vote of a majority of the Plan Funds' Boards of Directors, including Rule 12b-1 Directors, or by a vote of a majority of the outstanding shares of the Class that has such PlanPlan Funds, on sixty (60) days’ ' written notice, without payment of any penalty. A Plan The Plans or the provisions of this Agreement may also be terminated by any act that terminates the underwriting agreement Underwriting Agreement between us and the Fund that has such PlanPlan Funds, and/or the management or administration agreement between Franklin Advisers, Inc. or Txxxxxxxx Xxxxxxxxx Investment Counsel, LLC Inc. or their affiliates and such the Plan FundFunds. In the event of the termination of a Plan the Plans for any reason, the provisions of this Agreement relating to such Plan the Plans will also terminate. Continuation of a Plan and provisions of this Agreement relating to such Plan are conditioned on Rule 12b-1 Directors being ultimately responsible for selecting and nominating any new Rule 12b-1 Directors. Under Rule 12b-1, Directors of any of the Plan Funds have a duty to request and evaluate, and persons who are party to any agreement related to a Plan have a duty to furnish, such information as may reasonably be necessary to an informed determination of whether the Plan or any agreement should be implemented or continued. Under Rule 12b-1, a Plan Fund is permitted to implement or continue a Plan or the provisions of this Agreement relating to such Plan from year to year only if, based on certain legal considerations, the Directors of such Plan Fund are able to conclude that such Plan will benefit the Plan Class. Absent such yearly determination, such Plan and the provisions of this Agreement relating to such Plan must be terminated as set forth above. In addition, any obligation assumed by a Fund pursuant to this Agreement shall be limited in all cases to the assets of such Fund and no person shall seek satisfaction thereof from shareholders of a Fund. You agree to waive payment of any amounts payable to you by us under a Fund’s Plan until such time as we are in receipt of such fee from the Fund. The provisions of the Plans between the Plan Funds and us shall have control over the provisions of this Agreement in the event of any inconsistency.

Plans. You are also invited to participate in all distribution plans Plans adopted by the Funds listed on Attachments A and B (each, a “Plan”) adopted for a Class of a Fund or for a Fund that has only a single Class (each, a “the "Plan Class”Funds") pursuant to Rule 12b-1 under the 1940 Act. To the extent you provide administrative and other services, including, but not limited to, furnishing personal and other services and assistance to your customers who own shares of a Plan Class, answering routine inquiries regarding a Fund or Class, assisting in changing account designations and addresses, maintaining such accounts or such other services as a Fund may require, to the extent permitted by applicable statutes, rules, or regulations, we shall pay you a Rule 12b-1 servicing fee. To the extent that you participate in the distribution of Fund shares that which are eligible for a Rule 12b-1 distribution fee, we shall also pay you a Rule 12b-1distribution fee. 12b-1 distribution fee as set forth on Attachments A and B. All Rule 12b-1 servicing and distribution fees shall be based on the value of shares attributable to customers of your firm and eligible for such payment, and shall be calculated on the basis and at the rates set forth in the compensation schedule then in effect for the applicable Plan (the “Schedule”)effect. Without prior approval by a majority of the outstanding shares of a particular Class of a Fund which has a PlanFund, the aggregate annual fees paid to you pursuant to such each Plan shall not exceed the amounts stated as the “"annual maximums” " in such Plan Class’ Prospectuseach Fund's prospectus, which amount shall be a specified percent of the value of such Plan Class’ the Fund's net assets held in your customers’ ' accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as such Plan Class each Fund uses to compute its net assets as set forth in its effective Prospectus). You shall furnish us and each Fund that has a Plan Class (each, a “Plan Fund”) with such information as shall reasonably be requested by the Board Boards of Directors, Trustees or Managing General Partners (hereinafter referred to as “"Directors”") of such Plan Fund Funds with respect to the fees paid to you pursuant to the Schedule of such Plan FundSchedule. We shall furnish to the Boards of Directors of the Plan Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made. Each Plan The Plans and the provisions of any agreement relating to such Plan Plans must be approved annually by a vote of the Directors of the Fund that has such PlanPlan Funds' Directors, including such persons who are not interested persons of such the Plan Fund Funds and who have no financial interest in such Plan the Plans or any related agreement (“Rule 12b-1 "Qualified Directors”"). Each Plan The Plans or the provisions of this Agreement relating to such Plan Plans may be terminated at any time by the vote of a majority of the Rule 12b-1 Plan Funds' Boards of Directors, including Qualified Directors, or by a vote of a majority of the outstanding shares of the Class that has such PlanPlan Funds, on sixty (60) days’ ' written notice, without payment of any penalty. A Plan The Plans or the provisions of this Agreement may also be terminated by any act that terminates the underwriting agreement between us and the Fund that has such PlanPlan Funds, and/or the management or administration agreement between Franklin Advisers, Inc. U.S. Global Investors Funds or Txxxxxxxx Investment Counsel, LLC U.S. Global Accolade Funds or their affiliates and such the Plan FundFunds. In the event of the termination of a Plan the Plans for any reason, the provisions of this Agreement relating to such Plan the Plans will also terminate. Continuation of a Plan and provisions of this Agreement relating to such Plan are conditioned on Rule 12b-1 Directors being ultimately responsible for selecting and nominating any new Rule 12b-1 Directors. Under Rule 12b-1, Directors of any of the Plan Funds have a duty to request and evaluate, and persons who are party to any agreement related to a Plan have a duty to furnish, such information as may reasonably be necessary to an informed determination of whether the Plan or any agreement should be implemented or continued. Under Rule 12b-1, a Plan Fund is permitted to implement or continue a Plan or the provisions of this Agreement relating to such Plan from year to year only if, based on certain legal considerations, the Directors of such Plan Fund are able to conclude that such Plan will benefit the Plan Class. Absent such yearly determination, such Plan and the provisions of this Agreement relating to such Plan must be terminated as set forth above. In addition, any obligation assumed by a Fund pursuant to this Agreement shall be limited in all cases to the assets of such Fund and no person shall seek satisfaction thereof from shareholders of a Fund. You agree to waive payment of any amounts payable to you by us under a Fund’s Plan until such time as we are in receipt of such fee from the Fund. The provisions of the Plans between the Plan Funds and us shall have control over the provisions of this Agreement in the event of any inconsistency.

Plans. You are also invited to participate in all distribution plans Plans adopted by the Funds listed on Attachment A (each, a “Plan”) adopted for a Class of a Fund or for a Fund that has only a single Class (each, a “the "Plan Class”Funds") pursuant to Rule 12b-1 under the 1940 Act. To the extent you provide administrative and other services, including, but not limited to, furnishing personal and other services and assistance to your customers who own shares of a Plan ClassFund, answering routine inquiries regarding a Fund or ClassFund, assisting in changing account designations and addresses, maintaining such accounts or such other services as a Fund may require, to the extent permitted by applicable statutes, rules, or regulations, we shall pay you a Rule 12b-1 servicing fee. To the extent that you participate in the distribution of Fund shares that shares, which are eligible for a Rule 12b-1 distribution fee, we shall also pay you a Rule 12b-1distribution 12b-1 distribution fee. All Rule 12b-1 servicing and distribution fees shall be based on the value of shares attributable to customers of your firm and eligible for such payment, and shall be calculated on the basis and at the rates set forth in the compensation schedule then in effect for the applicable Plan (the “Schedule”)effect. Without prior approval by a majority of the outstanding shares of a particular Class of a Fund which has a PlanFund, the aggregate annual fees paid to you pursuant to such each Plan shall not exceed the amounts stated as the “"annual maximums” " in such Plan Class’ Prospectuseach Fund's prospectus, which amount shall be a specified percent of the value of such Plan Class’ the Fund's net assets held in your customers’ ' accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as such Plan Class each Fund uses to compute its net assets as set forth in its effective Prospectus). You shall furnish us and each Fund that has a Plan Class (each, a “Plan Fund”) with such information as shall reasonably be requested by the Board Boards of Directors, Trustees Trustees, or Managing General Partners (hereinafter referred to as “"Directors”") of such Plan Fund Funds with respect to the fees paid to you pursuant to the Schedule of such Plan FundSchedule. We shall furnish to the Boards of Directors of the Plan Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made. Each Plan The Plans and the provisions of any agreement relating to such Plan Plans must be approved annually by a vote of the Directors of the Fund that has such PlanPlan Funds' Directors, including such persons who are not interested persons of such the Plan Fund Funds and who have no financial interest in such Plan the Plans or any related agreement (“Rule 12b-1 "Qualified Directors”"). Each Plan The Plans or the provisions of this Agreement relating to such Plan Plans may be terminated at any time by the vote of a majority of the Rule 12b-1 Plan Funds' Boards of Directors, including Qualified Directors, or by a vote of a majority of the outstanding shares of the Class that has such PlanPlan Funds, on sixty (60) days’ ' written notice, without payment of any penalty. A Plan The Plans or the provisions of this Agreement may also be terminated by any act that terminates the underwriting agreement between us and the Fund that has such PlanPlan Funds, and/or the management or administration agreement between Franklin Advisers, Inc. U.S. Global Investors Funds or Txxxxxxxx Investment Counsel, LLC U.S. Global Accolade Funds or their affiliates and such the Plan FundFunds. In the event of the termination of a Plan the Plans for any reason, the provisions of this Agreement relating to such Plan the Plans will also terminate. Continuation of a Plan and provisions of this Agreement relating to such Plan are conditioned on Rule 12b-1 Directors being ultimately responsible for selecting and nominating any new Rule 12b-1 Directors. Under Rule 12b-1, Directors of any of the Plan Funds have a duty to request and evaluate, and persons who are party to any agreement related to a Plan have a duty to furnish, such information as may reasonably be necessary to an informed determination of whether the Plan or any agreement should be implemented or continued. Under Rule 12b-1, a Plan Fund is permitted to implement or continue a Plan or the provisions of this Agreement relating to such Plan from year to year only if, based on certain legal considerations, the Directors of such Plan Fund are able to conclude that such Plan will benefit the Plan Class. Absent such yearly determination, such Plan and the provisions of this Agreement relating to such Plan must be terminated as set forth above. In addition, any obligation assumed by a Fund pursuant to this Agreement shall be limited in all cases to the assets of such Fund and no person shall seek satisfaction thereof from shareholders of a Fund. You agree to waive payment of any amounts payable to you by us under a Fund’s Plan until such time as we are in receipt of such fee from the Fund. The provisions of the Plans between the Plan Funds and us shall have control over the provisions of this Agreement in the event of any inconsistency.

Plans. You are also invited to participate in all distribution plans Plans adopted by the Funds (each, a “Plan”) adopted for a Class of a Fund or for a Fund that has only a single Class (each, a “the "Plan Class”Funds") pursuant to Rule 12b-1 under the 1940 Act. To the extent you provide administrative and other services, including, but not limited to, furnishing personal and other services and assistance to your customers who own shares of a Plan ClassFund, answering routine inquiries regarding a Fund or ClassFund, assisting in changing account designations and addresses, maintaining such accounts or such other services as a Fund may require, to the extent permitted by applicable statutes, rules, or regulations, we shall pay you a Rule 12b-1 servicing fee. To the extent that you participate in the distribution of Fund shares that which are eligible for a Rule 12b-1 distribution fee, we shall also pay you a Rule 12b-1distribution 12b-1 distribution fee. All Rule 12b-1 servicing and distribution fees shall be based on the value of shares attributable to customers of your firm and eligible for such payment, and shall be calculated on the basis and at the rates set forth in the compensation schedule then in effect for the applicable Plan (the “Schedule”)effect. Without prior approval by a majority of the outstanding shares of a particular Class of a Fund which has a PlanFund, the aggregate annual fees paid to you pursuant to such each Plan shall not exceed the amounts stated as the “"annual maximums” " in such Plan Class’ Prospectuseach Fund's prospectus, which amount shall be a specified percent of the value of such Plan Class’ the Fund's net assets held in your customers’ ' accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as such Plan Class each Fund uses to compute its net assets as set forth in its effective Prospectus). You shall furnish us and each Fund that has a Plan Class (each, a “Plan Fund”) with such information as shall reasonably be requested by the Board Boards of Directors, Trustees or Managing General Partners (hereinafter referred to as “"Directors”") of such Plan Fund Funds with respect to the fees paid to you pursuant to the Schedule of such Plan FundSchedule. We shall furnish to the Boards of Directors of the Plan Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made. Each Plan The Plans and the provisions of any agreement relating to such Plan Plans must be approved annually by a vote of the Directors of the Fund that has such PlanPlan Funds' Directors, including such persons who are not interested persons of such the Plan Fund Funds and who have no financial interest in such Plan the Plans or any related agreement (“"Rule 12b-1 Directors”"). Each Plan The Plans or the provisions of this Agreement relating to such Plan Plans may be terminated at any time by the vote of a majority of the Plan Funds' Boards of Directors, including Rule 12b-1 Directors, or by a vote of a majority of the outstanding shares of the Class that has such PlanPlan Funds, on sixty (60) days’ ' written notice, without payment of any penalty. A Plan The Plans or the provisions of this Agreement may also be terminated by any act that terminates the underwriting agreement Underwriting Agreement between us and the Fund that has such PlanPlan Funds, and/or the management or administration agreement between Franklin Advisers, Inc. or Txxxxxxxx Templeton Investment Counsel, LLC or their Inx. xx xxxir affiliates and such the Plan FundFunds. In the event of the termination of a Plan the Plans for any reason, the provisions of this Agreement relating to such Plan the Plans will also terminate. Continuation of a Plan and provisions of this Agreement relating to such Plan are conditioned on Rule 12b-1 Directors being ultimately responsible for selecting and nominating any new Rule 12b-1 Directors. Under Rule 12b-1, Directors of any of the Plan Funds have a duty to request and evaluate, and persons who are party to any agreement related to a Plan have a duty to furnish, such information as may reasonably be necessary to an informed determination of whether the Plan or any agreement should be implemented or continued. Under Rule 12b-1, a Plan Fund is permitted to implement or continue a Plan or the provisions of this Agreement relating to such Plan from year to year only if, based on certain legal considerations, the Directors of such Plan Fund are able to conclude that such Plan will benefit the Plan Class. Absent such yearly determination, such Plan and the provisions of this Agreement relating to such Plan must be terminated as set forth above. In addition, any obligation assumed by a Fund pursuant to this Agreement shall be limited in all cases to the assets of such Fund and no person shall seek satisfaction thereof from shareholders of a Fund. You agree to waive payment of any amounts payable to you by us under a Fund’s Plan until such time as we are in receipt of such fee from the Fund. The provisions of the Plans between the Plan Funds and us shall have control over the provisions of this Agreement in the event of any inconsistency.

Plans. You are invited to participate in all distribution plans (each, a “"Plan”") adopted for a Class of a Fund or for a Fund that has only a single Class (each, a “"Plan Class”") pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended (the "1940 Act"). To the extent you provide administrative and other services, including, but not limited to, furnishing personal and other services and assistance to your customers who own shares of a Plan Class, answering routine inquiries regarding a Fund or Class, assisting in changing account designations and addresses, maintaining such accounts or such other services as a Fund may require, to the extent permitted by applicable statutes, rules, or regulations, we shall pay you a Rule 12b-1 servicing fee. To the extent that you participate in the distribution of Fund shares that are eligible for a Rule 12b-1 distribution fee, we shall also pay you a Rule 12b-1distribution 12b-1 distribution fee. All Rule 12b-1 servicing and distribution fees shall be based on the value of shares attributable to customers of your firm and eligible for such payment, and shall be calculated on the basis and at the rates set forth in the compensation schedule then in effect for the applicable Plan (the “"Schedule”"). Without prior approval by a majority of the outstanding shares of a particular Class of a Fund which has a Plan, the aggregate annual fees paid to you pursuant to such Plan shall not exceed the amounts stated as the “"annual maximums” " in such Plan Class’ Prospectus' prospectus, which amount shall be a specified percent of the value of such Plan Class’ ' net assets held in your customers’ ' accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as such Plan Class uses to compute its net assets as set forth in its effective Prospectusprospectus). You shall furnish us and each Fund that has a Plan Class (each, a “"Plan Fund”") with such information as shall reasonably be requested by the Board of Directors, Trustees or Managing General Partners (hereinafter referred to as “"Directors”") of such Plan Fund with respect to the fees paid to you pursuant to the Schedule of such Plan Fund. We shall furnish to the Boards of Directors of the Plan Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made. Each Plan and the provisions of any agreement relating to such Plan must be approved annually by a vote of the Directors of the Fund that has such Plan, including such persons who are not interested persons of such Plan Fund and who have no financial interest in such Plan or any related agreement (“"Rule 12b-1 Directors”"). Each Plan or the provisions of this Agreement relating to such Plan may be terminated at any time by the vote of a majority of the Rule 12b-1 Directors, or by a vote of a majority of the outstanding shares of the Class that has such Plan, on sixty (60) days’ ' written notice, without payment of any penalty. A Plan or the provisions of this Agreement may also be terminated by any act that terminates the underwriting agreement Underwriting Agreement between us and the Fund that has such Plan, and/or the management or administration agreement between Franklin Advisers, Inc. or Txxxxxxxx Templeton Investment Counsel, LLC or their Inc. xx xxxxr affiliates and such Plan Fund. In the event of the termination of a Plan for any reason, the provisions of this Agreement relating to such Plan will also terminate. Continuation of a Plan and provisions of this Agreement relating to such Plan are conditioned on Rule 12b-1 Directors being ultimately responsible for selecting and nominating any new Rule 12b-1 Directors. Under Rule 12b-1, Directors of any of the Plan Funds have a duty to request and evaluate, and persons who are party to any agreement related to a Plan have a duty to furnish, such information as may reasonably be necessary to an informed determination of whether the Plan or any agreement should be implemented or continued. Under Rule 12b-1, a Plan Fund is permitted to implement or continue a Plan or the provisions of this Agreement relating to such Plan from year to year only if, based on certain legal considerations, the Directors of such Plan Fund are able to conclude that such Plan will benefit the Plan Class. Absent such yearly determination, such Plan and the provisions of this Agreement relating to such Plan must be terminated as set forth above. In addition, any obligation assumed by a Fund pursuant to this Agreement shall be limited in all cases to the assets of such Fund and no person shall seek satisfaction thereof from shareholders of a Fund. You agree to waive payment of any amounts payable to you by us under a Fund’s Plan until such time as we are in receipt of such fee from the Fund. The provisions of the Plans between the Plan Funds and us shall have control over the provisions of this Agreement in the event of any inconsistency.

Plans. You are also invited to participate in all distribution plans Plans adopted by the Funds (each, a “Plan”) adopted for a Class of a Fund or for a Fund that has only a single Class (each, a “the "Plan Class”Funds") pursuant to Rule 12b-1 under the 1940 Act. To the extent you provide administrative and other services, including, but not limited to, furnishing personal and other services and assistance to your customers who own shares of a Plan ClassFund, answering routine inquiries regarding a Fund or ClassFund, assisting in changing account designations and addresses, maintaining such accounts or such other services as a Fund may require, to the extent permitted by applicable statutes, rules, rules or regulations, we shall pay you a Rule 12b-1 servicing fee. To the extent that you participate in the distribution of Fund shares that which are eligible for a Rule 12b-1 distribution fee, we shall also pay you a Rule 12b-1distribution 12b-1 distribution fee. All Rule 12b-1 servicing and distribution fees shall be based on the value of shares attributable to customers of your firm and eligible for such payment, and shall be calculated on the basis and at the rates set forth in the compensation schedule then in effect for the applicable Plan (the “Schedule”)effect. Without prior approval by a majority of the outstanding shares of a particular Class of a Fund which has a PlanFund, the aggregate annual fees paid to you pursuant to such each Plan shall not exceed the amounts stated as the “"annual maximums” " in such Plan Class’ Prospectuseach Fund's prospectus, which amount shall be a specified percent of the value of such Plan Class’ the Fund's net assets held in your customers’ ' accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as such Plan Class each Fund uses to compute its net assets as set forth in its effective Prospectus). You shall furnish us The Plans and each Fund that has provisions of any agreement relating to such plans must be approved annually by a Plan Class (each, a “Plan Fund”) with such information as shall reasonably be requested by the Board of Directors, Trustees or Managing General Partners (hereinafter referred to as “Directors”) of such Plan Fund with respect to the fees paid to you pursuant to the Schedule of such Plan Fund. We shall furnish to the Directors vote of the Plan Funds, for their review on a quarterly basis, a written report of the amounts amount expended under the Plans and the purposes for which such expenditures were made. Each Plan The Plans and the provisions of any agreement relating to such Plan Plans must be approved annually by a vote of the Directors of the Fund that has such PlanPlan Funds' Directors, including such persons who are not interested persons of such the Plan Fund Funds and who have no financial interest in such Plan the Plans or any related agreement (“"Rule 12b-1 Directors”"). Each Plan The Plans or the provisions of this Agreement relating to such Plan Plans may be terminated at any time by the vote of a majority of the Plan Funds' Boards of Directors, including Rule 12b-1 Directors, or by a vote of a majority of the outstanding shares of the Class that has such PlanPlan Funds, on sixty (60) days’ ' written notice, without payment of any penalty. A Plan The Plans or the provisions of this Agreement may also be terminated by any act that terminates the underwriting agreement Distribution Agreement between us and the Fund that has such Plan, and/or the management or administration agreement between Franklin Advisers, Inc. or Txxxxxxxx Investment Counsel, LLC or their affiliates and such Plan FundFunds. In the event of the termination of a Plan the Plans for any reason, the provisions of this Agreement relating to such Plan the Plans will also terminate. Continuation of a Plan and provisions of this Agreement relating to such Plan are conditioned on Rule 12b-1 Directors being ultimately responsible for selecting and nominating any new Rule 12b-1 Directors. Under Rule 12b-1, Directors of any of the Plan Funds have a duty to request and evaluate, and persons who are party to any agreement related to a Plan have a duty to furnish, such information as may reasonably be necessary to an informed determination of whether the Plan or any agreement should be implemented or continued. Under Rule 12b-1, a Plan Fund is permitted to implement or continue a Plan or the provisions of this Agreement relating to such Plan from year to year only if, based on certain legal considerations, the Directors of such Plan Fund are able to conclude that such Plan will benefit the Plan Class. Absent such yearly determination, such Plan and the provisions of this Agreement relating to such Plan must be terminated as set forth above. In addition, any obligation assumed by a Fund pursuant to this Agreement shall be limited in all cases to the assets of such Fund and no person shall seek satisfaction thereof from shareholders of a Fund. You agree to waive payment of any amounts payable to you by us under a Fund’s Plan until such time as we are in receipt of such fee from the Fund. The provisions of the Plans between the Plan Funds and us shall have control over the provisions of this Agreement in the event of any inconsistency.

Plans. You are invited to participate in all distribution plans (each, a “"Plan”") adopted for a Class of a Fund or for a Fund that has only a single Class (each, a “"Plan Class”") pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended (the "1940 Act"). To the extent you provide administrative and other services, including, but not limited to, furnishing personal and other services and assistance to your customers who own shares of a Plan Class, answering routine inquiries regarding a Fund or Class, assisting in changing account designations and addresses, maintaining such accounts or such other services as a Fund may require, to the extent permitted by applicable statutes, rules, or regulations, we shall pay you a Rule 12b-1 servicing fee. To the extent that you participate in the distribution of Fund shares that are eligible for a Rule 12b-1 distribution fee, we shall also pay you a Rule 12b-1distribution 12b-1 distribution fee. All Rule 12b-1 servicing and distribution fees shall be based on the value of shares attributable to customers of your firm and eligible for such payment, and shall be calculated on the basis and at the rates set forth in the compensation schedule then in effect for the applicable Plan (the “"Schedule”"). Without prior approval by a majority of the outstanding shares of a particular Class of a Fund which has a Plan, the aggregate annual fees paid to you pursuant to such Plan shall not exceed the amounts stated as the “"annual maximums” " in such Plan Class’ Prospectus' prospectus, which amount shall be a specified percent of the value of such Plan Class’ ' net assets held in your customers’ ' accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as such Plan Class uses to compute its net assets as set forth in its effective Prospectusprospectus). You shall furnish us and each Fund that has a Plan Class (each, a “"Plan Fund”") with such information as shall reasonably be requested by the Board of Directors, Trustees or Managing General Partners (hereinafter referred to as “"Directors”") of such Plan Fund with respect to the fees paid to you pursuant to the Schedule of such Plan Fund. We shall furnish to the Boards of Directors of the Plan Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made. Each Plan and the provisions of any agreement relating to such Plan must be approved annually by a vote of the Directors of the Fund that has such Plan, including such persons who are not interested persons of such Plan Fund and who have no financial interest in such Plan or any related agreement (“"Rule 12b-1 Directors”"). Each Plan or the provisions of this Agreement relating to such Plan may be terminated at any time by the vote of a majority of the Rule 12b-1 Directors, or by a vote of a majority of the outstanding shares of the Class that has such Plan, on sixty (60) days’ ' written notice, without payment of any penalty. A Plan or the provisions of this Agreement may also be terminated by any act that terminates the underwriting agreement Underwriting Agreement between us and the Fund that has such Plan, and/or the management or administration agreement between Franklin Advisers, Inc. or Txxxxxxxx Investment Counsel, LLC Inc. or their affiliates and such Plan Fund. In the event of the termination of a Plan for any reason, the provisions of this Agreement relating to such Plan will also terminate. Continuation of a Plan and provisions of this Agreement relating to such Plan are conditioned on Rule 12b-1 Directors being ultimately responsible for selecting and nominating any new Rule 12b-1 Directors. Under Rule 12b-1, Directors of any of the Plan Funds have a duty to request and evaluate, and persons who are party to any agreement related to a Plan have a duty to furnish, such information as may reasonably be necessary to an informed determination of whether the Plan or any agreement should be implemented or continued. Under Rule 12b-1, a Plan Fund is permitted to implement or continue a Plan or the provisions of this Agreement relating to such Plan from year to year only if, based on certain legal considerations, the Directors of such Plan Fund are able to conclude that such Plan will benefit the Plan Class. Absent such yearly determination, such Plan and the provisions of this Agreement relating to such Plan must be terminated as set forth above. In addition, any obligation assumed by a Fund pursuant to this Agreement shall be limited in all cases to the assets of such Fund and no person shall seek satisfaction thereof from shareholders of a Fund. You agree to waive payment of any amounts payable to you by us under a Fund’s Plan until such time as we are in receipt of such fee from the Fund. The provisions of the Plans between the Plan Funds and us shall have control over the provisions of this Agreement in the event of any inconsistency.

Plans. You are invited to participate in all distribution plans (each, a “"Plan”") adopted for a Class of a Fund or for a Fund that has only a single Class (each, a “"Plan Class”") pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended (the "1940 Act"). To the extent you provide administrative and other services, including, but not limited to, furnishing personal and other services and assistance to your customers who own shares of a Plan Class, answering routine inquiries regarding a Fund or Class, assisting in changing account designations and addresses, maintaining such accounts or such other services as a Fund may require, to the extent permitted by applicable statutes, rules, or regulations, we shall pay you a Rule 12b-1 servicing fee. To the extent that you participate in the distribution of Fund shares that are eligible for a Rule 12b-1 distribution fee, we shall also pay you a Rule 12b-1distribution 12b-1 distribution fee. All Rule 12b-1 servicing and distribution fees shall be based on the value of shares attributable to customers of your firm and eligible for such payment, and shall be calculated on the basis and at the rates set forth in the compensation schedule then in effect for the applicable Plan (the “"Schedule”"). Without prior approval by a majority of the outstanding shares of a particular Class of a Fund which has a Plan, the aggregate annual fees paid to you pursuant to such Plan shall not exceed the amounts stated as the “"annual maximums” " in such Plan Class’ Prospectus' prospectus, which amount shall be a specified percent of the value of such Plan Class’ ' net assets held in your customers’ ' accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as such Plan Class uses to compute its net assets as set forth in its effective Prospectusprospectus). You shall furnish us and each Fund that has a Plan Class (each, a “"Plan Fund”") with such information as shall reasonably be requested by the Board of Directors, Trustees or Managing General Partners (hereinafter referred to as “"Directors”") of such Plan Fund with respect to the fees paid to you pursuant to the Schedule of such Plan Fund. We shall furnish to the Boards of Directors of the Plan Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made. Each Plan and the provisions of any agreement relating to such Plan must be approved annually by a vote of the Directors of the Fund that has such Plan, including such persons who are not interested persons of such Plan Fund and who have no financial interest in such Plan or any related agreement (“"Rule 12b-1 Directors”"). Each Plan or the provisions of this Agreement relating to such Plan may be terminated at any time by the vote of a majority of the Rule 12b-1 Directors, or by a vote of a majority of the outstanding shares of the Class that has such Plan, on sixty (60) days’ ' written notice, without payment of any penalty. A Plan or the provisions of this Agreement may also be terminated by any act that terminates the underwriting agreement Underwriting Agreement between us and the Fund that has such Plan, and/or the management or administration agreement between Franklin Advisers, Inc. or Txxxxxxxx Templeton Investment Counsel, LLC or their Ixx. xx xxeir affiliates and such Plan Fund. In the event of the termination of a Plan for any reason, the provisions of this Agreement relating to such Plan will also terminate. Continuation of a Plan and provisions of this Agreement relating to such Plan are conditioned on Rule 12b-1 Directors being ultimately responsible for selecting and nominating any new Rule 12b-1 Directors. Under Rule 12b-1, Directors of any of the Plan Funds have a duty to request and evaluate, and persons who are party to any agreement related to a Plan have a duty to furnish, such information as may reasonably be necessary to an informed determination of whether the Plan or any agreement should be implemented or continued. Under Rule 12b-1, a Plan Fund is permitted to implement or continue a Plan or the provisions of this Agreement relating to such Plan from year to year-to-year only if, based on certain legal considerations, the Board of Directors of such Plan Fund are is able to conclude that such Plan will benefit the Plan Class. Absent such yearly determination, such Plan and the provisions of this Agreement relating to such Plan must be terminated as set forth above. In addition, any obligation assumed by a Fund pursuant to this Agreement shall be limited in all cases to the assets of such Fund and no person shall seek satisfaction thereof from shareholders of a Fund. You agree to waive payment of any amounts payable to you by us under a Fund’s 's Plan until such time as we are in receipt of such fee from the Fund. The provisions of the Plans between the Plan Funds and us shall have control over the provisions of this Agreement in the event of any inconsistency.