0001741773-23-004119 Sample Contracts

Templeton Funds
Templeton Funds • December 27th, 2023

We, Templeton Funds (the “Trust”), comprised of the series listed on Attachment A (each a “Fund”, and collectively, the “Funds”), are a Delaware statutory trust operating as an open-end management investment company or “mutual fund”, which is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), and whose shares are registered under the Securities Act of 1933, as amended (the “1933 Act”). We desire to issue one or more series or classes of our authorized but unissued shares of capital stock or beneficial interest (the “Shares”) to authorized persons in accordance with applicable Federal and State securities laws. The Fund’s Shares may be made available in one or more separate series, each of which may have one or more classes.

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FRANKLIN TEMPLETON INVESTOR SERVICES, LLC AMENDED AND RESTATED TRANSFER AGENT AND SHAREHOLDER SERVICES AGREEMENT
Agent and Shareholder Services Agreement • December 27th, 2023 • Templeton Funds

The parties to this Agreement are the Investment Company named above ("Investment Company"), an open-end investment company registered as such under the Investment Company Act of 1940 ("1940 Act"), on behalf of each class of shares of each series, if any, of the Investment Company which now exists or may hereafter be created (individually, a "Fund" and collectively, the "Funds") and FRANKLIN TEMPLETON INVESTOR SERVICES, LLC ("FTIS"), a registered transfer agent. This Agreement supersedes the Amended and Restated Transfer Agent and Shareholder Services Agreement between the parties.

AMENDMENT TO THE INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • December 27th, 2023 • Templeton Funds

This Amendment dated as of May 1, 2023, is to the Investment Management Agreement dated June 1, 2018, and amended May 13, 2020 (the “Agreement”) by and between FRANKLIN TEMPLETON INVESTMENTS CORP., (hereinafter referred to as the “Manager”), and TEMPLETON FUNDS (hereinafter referred to as the “Trust”), on behalf of Templeton International Climate Change Fund (the “Fund”).

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