Common use of CONTINUOUSLY OFFERED CLOSED-END FUNDS Clause in Contracts

CONTINUOUSLY OFFERED CLOSED-END FUNDS. This Section 13 relates solely to shares of Funds that represent a beneficial interest in shares issued by a fund that is a closed-end investment company registered under the 1940 Act that makes a continuous offering of its shares, for which we or an affiliate of ours serve as principal underwriter, and that periodically repurchases its shares (each, a “Trust”). Shares of a Trust that are offered to the public will be registered under the 1933 Act, and are expected to be offered during an offering period that may continue indefinitely (“Continuous Offering Period”). There is no guarantee that such a continuous offering will be maintained by a Trust. The Continuous Offering Period, shares of a Trust and certain of the terms on which such shares are offered shall be as described in the Prospectus of the Trust. As set forth in a Trust’s then current Prospectus, we may, but are not obligated to, provide you with appropriate compensation for selling shares of the Trust. In addition, you may be entitled to a fee for servicing your clients who are shareholders in a Trust, subject to applicable law and FINRA Conduct Rules. You agree that any repurchases of shares of a Trust that were originally purchased as Qualifying Sales shall be subject to Subsection 6(b) hereof. You expressly acknowledge and understand that, notwithstanding anything to the contrary in this Agreement:

CONTINUOUSLY OFFERED CLOSED-END FUNDS. This Section 13 Paragraph 6 relates solely to shares of Funds that represent a beneficial interest in shares that are issued by a fund Fund that is a closed-closed end investment company registered under the 1940 Act that makes a continuous offering of its it shares, for which we FTDI or an affiliate of ours serve FTDI serves as principal underwriter, underwriter and that periodically repurchases its shares (each, a “Trust”). Shares of a Trust that are being offered to the public will be registered under the 1933 Act, Act and are expected to be offered during an offering period that may continue indefinitely (“Continuous Offering Period”). There is no guarantee that such a continuous offering will be maintained by a the Trust. The Continuous Offering Period, shares of a Trust and certain of the terms on which such shares are being offered shall be as are more fully described in the Prospectus of the Trust. As set forth in a Trust’s then current Prospectus, we may, but are not obligated to, FTDI shall provide you Bank with appropriate compensation for selling purchases of shares of the TrustTrust made by Bank for the account of Customers or by Customers. In addition, you Bank may be entitled to a fee for servicing your clients Customers who are shareholders in a Trust, subject to applicable law and FINRA Conduct Ruleslaw. You agree Bank agrees that any repurchases of shares of a Trust that were originally purchased as Qualifying Sales shall be subject to Subsection 6(bParagraph 5(e) hereof. You Bank expressly acknowledge acknowledges and understand understands that, notwithstanding anything to the contrary in this Agreement:

CONTINUOUSLY OFFERED CLOSED-END FUNDS. This Section 13 relates solely to shares of Funds that represent a beneficial interest in the Franklin Floating Rate Trust and shares issued by a fund that is a any other continuously offered closed-end investment company registered under the 1940 Act that makes a continuous offering of its shares, for which we or an affiliate of ours serve as principal underwriter, underwriter and that periodically repurchases its shares (each, a “"Trust”"). Shares of a Trust that are offered to the public will be registered under the 1933 Act, and are expected to be offered during an offering period that may continue indefinitely (“"Continuous Offering Period”"). There is no guarantee that such a continuous offering will be maintained by a Trust. The Continuous Offering Period, shares of a Trust and certain of the terms on which such shares are offered shall be as described in the Prospectus prospectus of the Trust. As set forth in a Trust’s 's then current Prospectusprospectus, we may, but are not obligated to, provide you with appropriate compensation for selling shares of the Trust. In addition, you may be entitled to a fee for servicing your clients who are shareholders in a Trust, subject to applicable law and FINRA NASD Conduct Rules. You agree that any repurchases of shares of a Trust that were originally purchased as Qualifying Sales shall be subject to Subsection 6(b) hereof. You expressly acknowledge and understand that, notwithstanding anything to the contrary in this Agreement:

CONTINUOUSLY OFFERED CLOSED-END FUNDS. This Section 13 Paragraph 6 relates solely to shares of Funds that represent a beneficial interest in shares the Franklin Floating Rate Trust or that are issued by a fund that is a any other continuously offered closed-end investment company registered under the 1940 Act that makes a continuous offering of its shares, for which we FTDI or an affiliate of ours serve FTDI serves as principal underwriter, underwriter and that periodically repurchases its shares (each, a “"Trust”"). Shares of a Trust that are being offered to the public will be registered under the 1933 Act, Act and are expected to be offered during an offering period that may continue indefinitely (“"Continuous Offering Period”"). There is no guarantee that such a continuous offering will be maintained by a the Trust. The Continuous Offering Period, shares of a Trust and certain of the terms on which such shares are being offered shall be as are more fully described in the Prospectus prospectus of the Trust. As set forth in a Trust’s 's then current Prospectusprospectus, we may, but are not obligated to, FTDI shall provide you Bank with appropriate compensation for selling purchases of shares of the TrustTrust made by the Bank for the account of Customers or by Customers. In addition, you Bank may be entitled to a fee for servicing your clients Customers who are shareholders in a Trust, subject to applicable law and FINRA Conduct Ruleslaw. You agree Bank agrees that any repurchases of shares of a Trust that were originally purchased as Qualifying Sales shall be subject to Subsection 6(bParagraph 5(e) hereof. You Bank expressly acknowledge acknowledges and understand understands that, notwithstanding anything to the contrary in this Agreement:

CONTINUOUSLY OFFERED CLOSED-END FUNDS. This Section 13 Paragraph 6 relates solely to shares of Funds that represent a beneficial interest in shares that are issued by a fund Fund that is a closed-end investment company registered under the 1940 Act that makes a continuous offering of its it shares, for which we FTDI or an affiliate of ours serve FTDI serves as principal underwriter, underwriter and that periodically repurchases its shares (each, a “"Trust”"). Shares of a Trust that are being offered to the public will be registered under the 1933 Act, Act and are expected to be offered during an offering period that may continue indefinitely (“"Continuous Offering Period”"). There is no guarantee that such a continuous offering will be maintained by a the Trust. The Continuous Offering Period, shares of a Trust and certain of the terms on which such shares are being offered shall be as are more fully described in the Prospectus of the Trust. As set forth in a Trust’s 's then current Prospectus, we may, but are not obligated to, FTDI shall provide you Bank with appropriate compensation for selling purchases of shares of the TrustTrust made by Bank for the account of Customers or by Customers. In addition, you Bank may be entitled to a fee for servicing your clients Customers who are shareholders in a Trust, subject to applicable law and FINRA Conduct Ruleslaw. You agree Bank agrees that any repurchases of shares of a Trust that were originally purchased as Qualifying Sales shall be subject to Subsection 6(bParagraph 5(e) hereof. You Bank expressly acknowledge acknowledges and understand understands that, notwithstanding anything to the contrary in this Agreement:

CONTINUOUSLY OFFERED CLOSED-END FUNDS. This Section 13 relates solely to shares of Funds that represent a beneficial interest in shares issued by a fund that is a closed-end investment company registered under the 1940 Act that makes a continuous offering of its shares, for which we or an affiliate of ours serve as principal underwriter, and that periodically repurchases its shares (each, a “"Trust”"). Shares of a Trust that are offered to the public will be registered under the 1933 Act, and are expected to be offered during an offering period that may continue indefinitely (“"Continuous Offering Period”"). There is no guarantee that such a continuous offering will be maintained by a Trust. The Continuous Offering Period, shares of a Trust and certain of the terms on which such shares are offered shall be as described in the Prospectus of the Trust. As set forth in a Trust’s 's then current Prospectus, we may, but are not obligated to, provide you with appropriate compensation for selling shares of the Trust. In addition, you may be entitled to a fee for servicing your clients who are shareholders in a Trust, subject to applicable law and FINRA NASD Conduct Rules. You agree that any repurchases of shares of a Trust that were originally purchased as Qualifying Sales shall be subject to Subsection 6(b) hereof. You expressly acknowledge and understand that, notwithstanding anything to the contrary in this Agreement:

CONTINUOUSLY OFFERED CLOSED-END FUNDS. This Section 13 Paragraph 6 relates solely to shares of Funds that represent a beneficial interest in shares that are issued by a fund Fund that is a closed-closed end investment company registered under the 1940 Act that makes a continuous offering of its it shares, for which we FDL or an affiliate of ours serve FDL serves as principal underwriter, underwriter and that periodically repurchases its shares (each, a “Trust”). Shares of a Trust that are being offered to the public will be registered under the 1933 Act, Act and are expected to be offered during an offering period that may continue indefinitely (“Continuous Offering Period”). There is no guarantee that such a continuous offering will be maintained by a the Trust. The Continuous Offering Period, shares of a Trust and certain of the terms on which such shares are being offered shall be as are more fully described in the Prospectus of the Trust. As set forth in a Trust’s then current Prospectus, we may, but are not obligated to, FDL shall provide you Bank with appropriate compensation for selling purchases of shares of the TrustTrust made by Bank for the account of Customers or by Customers. In addition, you Bank may be entitled to a fee for servicing your clients Customers who are shareholders in a Trust, subject to applicable law and FINRA Conduct Ruleslaw. You agree Bank agrees that any repurchases of shares of a Trust that were originally purchased as Qualifying Sales shall be subject to Subsection 6(bParagraph 5(e) hereof. You Bank expressly acknowledge acknowledges and understand understands that, notwithstanding anything to the contrary in this Agreement:

CONTINUOUSLY OFFERED CLOSED-END FUNDS. This Section 13 relates solely to shares of Funds that represent a beneficial interest in shares issued by a fund that is a closed-end investment company registered under the 1940 Act that makes a continuous offering of its shares, for which we or an affiliate of ours serve as principal underwriter, and that periodically repurchases its shares (each, a “Trust”). Shares of a Trust that are offered to the public will be registered under the 1933 Act, and are expected to be offered during an offering period that may continue indefinitely (“Continuous Offering Period”). There is no guarantee that such a continuous offering will be maintained by a Trust. The Continuous Offering Period, shares of a Trust and certain of the terms on which such shares are offered shall be as described in the Prospectus of the Trust. As set forth in a Trust’s then current Prospectus, we may, but are not obligated to, provide you with appropriate compensation for selling shares of the Trust. In addition, you may be entitled to a fee for servicing your clients who are shareholders in a Trust, subject to applicable law and FINRA NASD Conduct Rules. You agree that any repurchases of shares of a Trust that were originally purchased as Qualifying Sales shall be subject to Subsection 6(b) hereof. You expressly acknowledge and understand that, notwithstanding anything to the contrary in this Agreement:

CONTINUOUSLY OFFERED CLOSED-END FUNDS. This Section 13 Paragraph 6 relates solely to shares of Funds that represent a beneficial interest in shares that are issued by a fund Fund that is a closed-end investment company registered under the 1940 Act that makes a continuous offering of its it shares, for which we FTDI or an affiliate of ours serve FTDI serves as principal underwriter, underwriter and that periodically repurchases its shares (each, a “Trust”). Shares of a Trust that are being offered to the public will be registered under the 1933 Act, Act and are expected to be offered during an offering period that may continue indefinitely (“Continuous Offering Period”). There is no guarantee that such a continuous offering will be maintained by a the Trust. The Continuous Offering Period, shares of a Trust and certain of the terms on which such shares are being offered shall be as are more fully described in the Prospectus of the Trust. As set forth in a Trust’s then current Prospectus, we may, but are not obligated to, FTDI shall provide you Bank with appropriate compensation for selling purchases of shares of the TrustTrust made by Bank for the account of Customers or by Customers. In addition, you Bank may be entitled to a fee for servicing your clients Customers who are shareholders in a Trust, subject to applicable law and FINRA Conduct Ruleslaw. You agree Bank agrees that any repurchases of shares of a Trust that were originally purchased as Qualifying Sales shall be subject to Subsection 6(bParagraph 5(e) hereof. You Bank expressly acknowledge acknowledges and understand understands that, notwithstanding anything to the contrary in this Agreement: