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Common use of Out-of-Pocket Expenses Clause in Contracts

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement:  Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone costs associated with servicing shareholders in accordance with this agreement;  ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity;  Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., magnetic tape, microfilm and microfiche, and digital images);  Insurance against loss of Share certificates when in transit;  Terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement;  Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1;  Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders;  Proxy solicitation and tabulation expenses;  NSCC expenses. Costs associated with NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees to brokerage firms  All other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholders. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations;  Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares;  Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers;  Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 48 contracts

Samples: Transfer Agent and Shareholder Services Agreement (Templeton Developing Markets Trust), Transfer Agent and Shareholder Services Agreement (Franklin High Income Trust), Transfer Agent and Shareholder Services Agreement (Franklin Strategic Mortgage Portfolio)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expenses. Costs associated with NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees to brokerage firms  All o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. # 3067115 v. 10 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. # 3067115 v. 10 Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. # 3067115 v. 10 As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, and so long as applicable, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations; o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; # 3067115 v. 10 o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; # 3067115 v. 10 o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof, so long as applicable; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of recordand countersign new certificates, so long as applicable;; o Certify outstanding Shares to auditors; o In connection with any meeting of Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; o Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N -SAR; o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Deliver confirmations of transactions to investors and dealers in a timely fashion; o Provide for the payment or reinvestment of income dividends and/or capital gains distributions to Shareholders of record, in accordance with the Investment Company's and/or Shareholder's instructions, provided that: # 3067115 v. 10

Appears in 18 contracts

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Real Estate Securities Trust), Transfer Agent and Shareholder Services Agreement (Templeton Institutional Funds), Transfer Agent and Shareholder Services Agreement (Franklin Mutual Series Funds)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expenses. Costs associated with NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees to brokerage firms  All o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, and so long as applicable, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations; o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof, so long as applicable; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of recordand countersign new certificates, so long as applicable;; o Certify outstanding Shares to auditors; o In connection with any meeting of Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; o Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N -SAR; o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Deliver confirmations of transactions to investors and dealers in a timely fashion; o Provide for the payment or reinvestment of income dividends and/or capital gains distributions to Shareholders of record, in accordance with the Investment Company's and/or Shareholder's instructions, provided that:

Appears in 14 contracts

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Templeton Trust), Transfer Agent and Shareholder Services Agreement (Franklin ETF Trust), Transfer Agent and Shareholder Services Agreement (Money Market Portfolios)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  o Receive from the Investment Company, from the Investment Company's ’s Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 9 contracts

Samples: Transfer Agent and Shareholder Services Agreement (Templeton Growth Fund Inc), Transfer Agent and Shareholder Services Agreement (Templeton China World Fund), Transfer Agent and Shareholder Services Agreement (Templeton Global Smaller Companies Fund)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; o Provide for the processing of redemption checks checks, and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of and countersign new certificates; o Certify outstanding Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicableto auditors;

Appears in 5 contracts

Samples: Transfer Agent and Shareholder Services Agreement (Templeton Global Opportunities Trust), Transfer Agent and Shareholder Services Agreement (Templeton Developing Markets Trust), Transfer Agent and Shareholder Services Agreement (Templeton China World Fund)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement Agreement: o postage, mailing, freight, forms and (ii) for any Class R6 shares, for the following out-of-pocket stationary expenses paid to third parties in connection associated with the servicing of shareholder accounts as required under the terms of this Agreement:  Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statementsproxies, shareholder statements and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose)transaction confirmations;  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee, NSF Draft Fee Credit; o IBM Global Services – Cost of sending out eStatements; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's ’s Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations;  Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 5 contracts

Samples: Transfer Agent and Shareholder Services Agreement (Templeton Global Investment Trust), Transfer Agent and Shareholder Services Agreement (Templeton Income Trust), Transfer Agent and Shareholder Services Agreement (Templeton Global Smaller Companies Fund)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 The Fund shall be responsible for its portion (either based upon actual usage where such usage can be definitively determined or on an equitably allocated basis where all Funds enjoy the same benefits) of this Agreement, expenses incurred by the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, Transfer Agent for the following benefit of the Funds and/or the shareholders of the Funds, including but not limited to the following: (a) All shareholder recordkeeping system charges and expenses, including charges for the maintenance and/or storage of shareholder records, trading information, programming charges and other shareholder trading and lookup enhancements, including DST’s TA 2000 system, FANWeb, Vision, as in existence on the date hereof, together with such changes as may be agreed to in writing by the Fund from time to time during the Term, (b) all costs and expenses for typesetting, printing, processing, coalating and mailing (including postage and/or courier charges) of documents, legally required to be delivered to shareholders, that the Transfer Agent is required to deliver hereunder or that have been requested by shareholders, (c) costs and expenses related to the provision of customer services to shareholders in the Trusts and/or financial intermediaries, including but not limited to phone line charges, datacom charges, facsimile line charges, (d) membership fees, per CUSIP fees, and costs and expenses charged by the National Securities Clearing Corporation with respect to trades placed and/or cleared through such systems, (e) per transaction expenses incurred in connection with wires, ACH transactions, checkwriting transactions and availability, debit card transactions and availability, check processing, and escheatment, (f) costs and expenses associated with printing, mailing, production and replacement of checkbooks for shareholders electing checkwriting services, (g) costs and expenses incurred at the specific direction of the Funds or required by a regulatory organization and other out-of-pocket expenses paid deemed to third parties in connection with be properly payable by the servicing of Accounts as required under the terms of this Agreement Fund administrator’s treasury department, (h) professional services costs and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement:  Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf performance of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) annual SAS70 of the costs of printing Transfer Agent and such other audits, compliance checks and other professional services required by the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone costs associated Funds to be performed with servicing shareholders in accordance with this agreement;  ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, wire transfersrespect to the Transfer Agent, and other banking charges associated with account and cash reconciliation for shareholder activity;  Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., magnetic tape, microfilm and microfiche, and digital images);  Insurance against loss of Share certificates when in transit;  Terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement;  Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1;  Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders;  Proxy solicitation and tabulation expenses;  NSCC expenses. Costs associated with NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees to brokerage firms  All other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholders. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations;  Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares;  Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers;  Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number costs of shareholders and their aggregate shareholdings classified according shareholder servicing enhancements, enhancements specific to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance trading with a Fund's Telephone Exchange and Redemption Privileges as described particular financial intermediary with the purpose of increasing assets in or promoting efficiency in the trading with a given Fund's current prospectus.  Maintain , systems automation costs and safeguard records for each expenses that promote increases in shareholder showing name(s), address, number of any certificates issued, and number of Shares registered servicing and/or processing efficiency or that cause a net reduction in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;overall fund expenses.

Appears in 4 contracts

Samples: Transfer Agency and Service Agreement (Federated Equity Funds), Transfer Agency and Service Agreement (Federated Core Trust Ii), Transfer Agency and Service Agreement (Federated Investment Series Funds Inc)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expenses. Costs associated with NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees to brokerage firms  All o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. # 3067115 v. 10 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. # 3067115 v. 10 Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. # 3067115 v. 10 As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, and so long as applicable, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations; o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; # 3067115 v. 10 o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; # 3067115 v. 10 o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof, so long as applicable; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of recordand countersign new certificates, so long as applicable; o Certify outstanding Shares to auditors;

Appears in 3 contracts

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Alternative Strategies Funds), Transfer Agent and Shareholder Services Agreement (Templeton Developing Markets Trust), Transfer Agent and Shareholder Services Agreement (Franklin Floating Rate Master Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose); o Telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., magnetic tape, microfilm and microfiche, and digital images); o Insurance against loss of Share certificates when in transit; o Terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expenses. Costs associated with NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees to brokerage firms  All other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholders. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations;  Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares;  Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers;  Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;firms

Appears in 2 contracts

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Fund Allocator Series), Transfer Agent and Shareholder Services Agreement (Franklin Investors Securities Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement Agreement: o postage, mailing, freight, forms and (ii) for any Class R6 shares, for the following out-of-pocket stationary expenses paid to third parties in connection associated with the servicing of shareholder accounts as required under the terms of this Agreement:  Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statementsproxies, shareholder statements and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose)transaction confirmations;  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee, NSF Draft Fee Credit; o IBM Global Services – Cost of sending out eStatements; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Amended & Restated TA SH Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  - Form.doc 10 o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's ’s Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations;  Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 2 contracts

Samples: Transfer Agent and Shareholder Services Agreement (Templeton Institutional Funds), Transfer Agent and Shareholder Services Agreement (Templeton Global Opportunities Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; o Provide for the processing of redemption checks checks, and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 2 contracts

Samples: Transfer Agent and Shareholder Services Agreement (Templeton Growth Fund Inc), Transfer Agent and Shareholder Services Agreement (Templeton Funds)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; o Provide for the processing of redemption checks checks, and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership and countersign new certificates; o Certify outstanding Shares to auditors; o In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; o Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N -SAR; o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; o Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company's and/or Shareholder's instructions, provided that:

Appears in 2 contracts

Samples: Transfer Agent and Shareholder Services Agreement (Templeton Institutional Funds), Transfer Agent and Shareholder Services Agreement (Templeton Income Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FETFT Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FETFT Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; o Provide for the processing of redemption checks checks, and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin ETF Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FMST Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FMST Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; FMST Amended and Restated TA & SH Agreement June 2014 o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; o Provide for the processing of redemption checks checks, and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; FMST Amended and Restated TA & SH Agreement June 2014 o Cancel surrendered certificates and record ownership and countersign new certificates; o Certify outstanding Shares to auditors; o In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; o Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N -SAR; o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; o Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company's and/or Shareholder's instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Municipal Securities Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone ○ telephone costs associated with servicing shareholders in accordance with this agreement;  : ○ ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance against ○ insurance against, loss of Share certificates when in transit;  Terminals○ terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; Proxy solicitation and tabulation expenses; NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; ○ all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: # 3076540 v. 2 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and ○ If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, COMPANY FTIS WILL: Receive from the Investment Company, from the Investment Company's ’s Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations ○ Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; Establish registration of ownership of Shares in accordance with generally accepted form; # 3076540 v. 2 ○ Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's ’s Telephone Exchange and Redemption Privileges as described in the Fund's ’s current prospectus. Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's ’s qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; Provide on request a duplicate set of records for file maintenance in the Investment Company's ’s office; Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; ○ Provide for the processing of redemption checks checks, and maintain checking account records; Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; ○ From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; ○ Upon receipt of proper documentation, place stop transfers, obtain obtain, necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership and countersign new certificates; ○ Certify outstanding Shares to auditors; # 3076540 v. 2 ○ In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; ○ Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company’s Semi-Annual Report on Form N -SAR; ○ Provide for the preparation and delivery of dealer commission statements and checks; ○ Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; ○ Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; ○ Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company’s and/or Shareholder’s instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Tax Free Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expenses. Costs associated with NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees to brokerage firms  All o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. # 3067115 v. 10 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. # 3067115 v. 10 Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. # 3067115 v. 10 As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, and so long as applicable, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations; o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; # 3067115 v. 10 o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof, so long as applicable; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of recordand countersign new certificates, so long as applicable;; o Certify outstanding Shares to auditors; o In connection with any meeting of Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; o Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N -SAR; o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Deliver confirmations of transactions to investors and dealers in a timely fashion; o Provide for the payment or reinvestment of income dividends and/or capital gains distributions to Shareholders of record, in accordance with the Investment Company's and/or Shareholder's instructions, provided that: # 3067115 v. 10

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Templeton Money Fund Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FNYTFIF Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FNYTFIF Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin New York Tax Free Income Fund)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-of- pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-of- pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: · Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose); · Telephone costs associated with servicing shareholders in accordance with this agreement; · ACH, Federal Reserve and bank charges for check clearance, electronic funds · transfers, wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; · Data Storage: Retention of electronic and paper account records; and other costs · associated with data storage of account records and transactions records (e.g., magnetic tape, microfilm and microfiche, and digital images); · Insurance against loss of Share certificates when in transit; · Terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; · Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1; · Amounts paid in connection with use of national data bases to comply with · requirements for locating lost shareholders; · Proxy solicitation and tabulation expenses; · NSCC expenses. Costs associated with NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees to brokerage firms  All other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholders. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations;  Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares;  Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers;  Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;firms

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Gold & Precious Metals Fund)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FTIT Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FTIT Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; o Provide for the processing of redemption checks checks, and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Templeton International Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone ○ telephone costs associated with servicing shareholders in accordance with this agreement;  : ○ ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance against ○ insurance against, loss of Share certificates when in transit;  Terminals○ terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; Proxy solicitation and tabulation expenses; NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; ○ all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: # 3076603 v. 1 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and ○ If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, COMPANY FTIS WILL: Receive from the Investment Company, from the Investment Company's ’s Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations ○ Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; Establish registration of ownership of Shares in accordance with generally accepted form; # 3076603 v. 1 ○ Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's ’s Telephone Exchange and Redemption Privileges as described in the Fund's ’s current prospectus. Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's ’s qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; Provide on request a duplicate set of records for file maintenance in the Investment Company's ’s office; Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; ○ Provide for the processing of redemption checks checks, and maintain checking account records; Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; ○ From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; ○ Upon receipt of proper documentation, place stop transfers, obtain obtain, necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership and countersign new certificates; ○ Certify outstanding Shares to auditors; ○ In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; ○ Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company’s Semi-Annual Report on Form N -SAR; ○ Provide for the preparation and delivery of dealer commission statements and checks; ○ Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; ○ Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; ○ Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company’s and/or Shareholder’s instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin California Tax Free Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement Agreement: o postage, mailing, freight, forms and (ii) for any Class R6 shares, for the following out-of-pocket stationary expenses paid to third parties in connection associated with the servicing of shareholder accounts as required under the terms of this Agreement:  Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statementsproxies, shareholder statements and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose)transaction confirmations;  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee, NSF Draft Fee Credit; o IBM Global Services - Cost of sending out eStatements; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations;  Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Templeton China World Fund)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FTFAS Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FTFAS Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Fund Allocator Series)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone ○ telephone costs associated with servicing shareholders in accordance with this agreement;  : ○ ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance against ○ insurance against, loss of Share certificates when in transit;  Terminals○ terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; Proxy solicitation and tabulation expenses; NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; ○ all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: # 3076605 v. 1 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and ○ If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, COMPANY FTIS WILL: Receive from the Investment Company, from the Investment Company's ’s Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations ○ Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; Establish registration of ownership of Shares in accordance with generally accepted form; # 3076605 v. 1 ○ Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's ’s Telephone Exchange and Redemption Privileges as described in the Fund's ’s current prospectus. Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's ’s qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; Provide on request a duplicate set of records for file maintenance in the Investment Company's ’s office; Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; ○ Provide for the processing of redemption checks checks, and maintain checking account records; Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; ○ From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; ○ Upon receipt of proper documentation, place stop transfers, obtain obtain, necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership and countersign new certificates; ○ Certify outstanding Shares to auditors; # 3076605 v. 1 ○ In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; ○ Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company’s Semi-Annual Report on Form N -SAR; ○ Provide for the preparation and delivery of dealer commission statements and checks; ○ Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; ○ Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; ○ Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company’s and/or Shareholder’s instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Strategic Mortgage Portfolio)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the The Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: · Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone · telephone costs associated with servicing shareholders in accordance with this agreement; · ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; · Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., magnetic tape, microfilm and microfiche, and digital images);  Insurance · insurance against loss of Share certificates when in transit;  Terminals· terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; · Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1; · Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; · Proxy solicitation and tabulation expenses; · NSCC expenses. Costs associated with NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees to brokerage firms  All · all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year Form of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) TA Agreement - 10 # 4163289 v. 1 Form of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this TA Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. - 11 # 4163289 v. 1 As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: · Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and · Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: · Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o · Mail, or electronically transmit, sale and/or redemption confirmations; · Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations; · Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; · Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; · Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions Form of the Principal Underwriter, if applicable; o TA Agreement - 12 # 4163289 v. 1 · Open, maintain and close shareholder accounts; · Establish registration of ownership of Shares in accordance with generally accepted form; · Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; · Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. · Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, address and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; · Provide on request a duplicate set of records for file maintenance in the Investment Company's office; · Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; · Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records; · Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon · Certify outstanding Shares to auditors; · In connection with any meeting of Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of proper documentationexecuted proxies, place stop transfers(d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; · Answer routine written correspondence, obtain necessary insurance formsemail, and cancel lost, stolen telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N-CEN; · Provide for the preparation and delivery of dealer commission statements and checks; Form of TA Agreement - 13 # 4163289 v. 1 · Maintain and furnish the Investment Company and its Shareholders with such information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; · Deliver confirmations of transactions to investors and dealers in a timely fashion; · Provide for the payment or destroyed Share certificates, and record ownership reinvestment of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;  Check surrendered certificates for stop transfer restrictionsin accordance with the Investment Company's and/or Shareholder's instructions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Fund Allocator Series)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FHIT Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FHIT Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; FHIT Amended and Restated TA & SH Agreement June 2014 o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; o Provide for the processing of redemption checks checks, and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; FHIT Amended and Restated TA & SH Agreement June 2014 o Cancel surrendered certificates and record ownership and countersign new certificates; o Certify outstanding Shares to auditors; o In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; o Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N -SAR; o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; o Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company's and/or Shareholder's instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin High Income Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone ○ telephone costs associated with servicing shareholders in accordance with this agreement;  : ○ ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance against ○ insurance against, loss of Share certificates when in transit;  Terminals○ terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; Proxy solicitation and tabulation expenses; NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; ○ all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and ○ If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, COMPANY FTIS WILL: Receive from the Investment Company, from the Investment Company's ’s Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations ○ Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; Establish registration of ownership of Shares in accordance with generally accepted form; 1 ○ Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's ’s Telephone Exchange and Redemption Privileges as described in the Fund's ’s current prospectus. Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's ’s qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; Provide on request a duplicate set of records for file maintenance in the Investment Company's ’s office; Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; ○ Provide for the processing of redemption checks checks, and maintain checking account records; Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; ○ From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; ○ Upon receipt of proper documentation, place stop transfers, obtain obtain, necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership and countersign new certificates; ○ Certify outstanding Shares to auditors; ○ In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; ○ Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company’s Semi-Annual Report on Form N -SAR; ○ Provide for the preparation and delivery of dealer commission statements and checks; ○ Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; ○ Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; ○ Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company’s and/or Shareholder’s instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin New York Tax Free Income Fund)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FREST Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FREST Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Real Estate Securities Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the The Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expenses. Costs associated with NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees to brokerage firms  All o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholders. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations;  Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares;  Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers;  Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;.

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Templeton Global Investment Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; o Provide for the processing of redemption checks checks, and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;2

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Templeton Global Investment Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone ○ telephone costs associated with servicing shareholders in accordance with this agreement;  : ○ ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance against ○ insurance against, loss of Share certificates when in transit;  Terminals○ terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; Proxy solicitation and tabulation expenses; NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; ○ all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: # 3076367 v. 1 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and ○ If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, COMPANY FTIS WILL: Receive from the Investment Company, from the Investment Company's ’s Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations ○ Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; Establish registration of ownership of Shares in accordance with generally accepted form; # 3076367 v. 1 ○ Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's ’s Telephone Exchange and Redemption Privileges as described in the Fund's ’s current prospectus. Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's ’s qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; Provide on request a duplicate set of records for file maintenance in the Investment Company's ’s office; Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; ○ Provide for the processing of redemption checks checks, and maintain checking account records; Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; ○ From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; ○ Upon receipt of proper documentation, place stop transfers, obtain obtain, necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership and countersign new certificates; ○ Certify outstanding Shares to auditors; # 3076367 v. 1 ○ In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; ○ Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company’s Semi-Annual Report on Form N -SAR; ○ Provide for the preparation and delivery of dealer commission statements and checks; ○ Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; ○ Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; ○ Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company’s and/or Shareholder’s instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Federal Tax Free Income Fund)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone ○ telephone costs associated with servicing shareholders in accordance with this agreement;  : ○ ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance against ○ insurance against, loss of Share certificates when in transit;  Terminals○ terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; Proxy solicitation and tabulation expenses; NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; ○ all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: # 3076661 v. 1 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and ○ If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, COMPANY FTIS WILL: Receive from the Investment Company, from the Investment Company's ’s Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations ○ Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; Establish registration of ownership of Shares in accordance with generally accepted form; # 3076661 v. 1 ○ Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's ’s Telephone Exchange and Redemption Privileges as described in the Fund's ’s current prospectus. Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's ’s qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; Provide on request a duplicate set of records for file maintenance in the Investment Company's ’s office; Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; ○ Provide for the processing of redemption checks checks, and maintain checking account records; Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; ○ From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; ○ Upon receipt of proper documentation, place stop transfers, obtain obtain, necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership and countersign new certificates; ○ Certify outstanding Shares to auditors; ○ In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; ○ Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company’s Semi-Annual Report on Form N -SAR; ○ Provide for the preparation and delivery of dealer commission statements and checks; ○ Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; ○ Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; ○ Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company’s and/or Shareholder’s instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin New York Tax Free Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FASF Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FASF Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Alternative Strategies Funds)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expenses. Costs associated with NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees to brokerage firms  All o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, and so long as applicable, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations; o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; D-<BCLPAGE>5</BCLPAGE> o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof, so long as applicable; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of recordand countersign new certificates, so long as applicable;; o Certify outstanding Shares to auditors; o In connection with any meeting of Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; o Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N -SAR; o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Deliver confirmations of transactions to investors and dealers in a timely fashion; o Provide for the payment or reinvestment of income dividends and/or capital gains distributions to Shareholders of record, in accordance with the Investment Company's and/or Shareholder's instructions, provided that: D-<BCLPAGE>5</BCLPAGE>

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Templeton China World Fund)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose); o Telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., magnetic tape, microfilm and microfiche, and digital images); o Insurance against loss of Share certificates when in transit; o Terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expenses. Costs associated with NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees to brokerage firms B 1 o All other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholders. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations;  Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares;  Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers;  Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;.

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Templeton Income Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FMRF Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FMRF Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; FMRF Amended and Restated TA & SH Agreement June 2014 o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; o Provide for the processing of redemption checks checks, and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; FMRF Amended and Restated TA & SH Agreement June 2014 o Cancel surrendered certificates and record ownership and countersign new certificates; o Certify outstanding Shares to auditors; o In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; o Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N -SAR; o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; o Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company's and/or Shareholder's instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Mutual Recovery Fund)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FTMFT Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FTMFT Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Templeton Money Fund Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement:  Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone costs associated with servicing shareholders in accordance with this agreement;  ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity;  Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., magnetic tape, microfilm and microfiche, and digital images);  Insurance against loss of Share certificates when in transit;  Terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement;  Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1;  Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders;  Proxy solicitation and tabulation expenses;  NSCC expenses. Costs associated with NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees to brokerage firms  All other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholders. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations; o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Custodian Funds)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. IFT Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees IFT Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; IFT Amended and Restated TA & SH Agreement June 2014 o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; o Provide for the processing of redemption checks checks, and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; IFT Amended and Restated TA & SH Agreement June 2014 o Cancel surrendered certificates and record ownership and countersign new certificates; o Certify outstanding Shares to auditors; o In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; o Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N -SAR; o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; o Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company's and/or Shareholder's instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Institutional Fiduciary Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the The Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement:  Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone costs associated with servicing shareholders in accordance with this agreement;  ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity;  Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., magnetic tape, microfilm and microfiche, and digital images);  Insurance against loss of Share certificates when in transit;  Terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement;  Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1;  Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders;  Proxy solicitation and tabulation expenses;  NSCC expenses. Costs associated with NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees to brokerage firms  All other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholders. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  Receive from the Investment Company, from the Investment Company's ’s Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations;  Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares;  Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers;  Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's ’s Telephone Exchange and Redemption Privileges as described in the Fund's ’s current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, address and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's ’s qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's ’s office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o Certify outstanding Shares to auditors; Upon In connection with any meeting of shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of proper documentationexecuted proxies, place stop transfers(d) solicitation of shareholders for their votes and (e) delivery of a list of shareholders for the meeting;  Answer routine written correspondence, obtain necessary insurance formsemail, and cancel lost, stolen telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company’s Annual Report on Form N-CEN;  Provide for the preparation and delivery of dealer commission statements and checks;  Maintain and furnish the Investment Company and its shareholders with such information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Deliver confirmations of transactions to investors and dealers in a timely fashion;  Provide for the payment or destroyed Share certificates, and record ownership reinvestment of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to shareholders of record, so long as applicable;  Check surrendered certificates for stop transfer restrictionsin accordance with the Investment Company’s and/or shareholder’s instructions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Strategic Series)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement Agreement: • postage, mailing, freight, forms and (ii) for any Class R6 shares, for the following out-of-pocket stationary expenses paid to third parties in connection associated with the servicing of shareholder accounts as required under the terms of this Agreement:  Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statementsproxies, shareholder statements and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose)transaction confirmations;  Telephone • telephone costs associated with servicing shareholders in accordance with this agreement; ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance • insurance against loss of Share certificates when in transit;  Terminals• terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; Proxy solicitation and tabulation expenses; NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee, NSF Draft Fee Credit; • IBM Global Services – Cost of sending out eStatements; • all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and • If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: Receive from the Investment Company, from the Investment Company's ’s Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations;  Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; Establish registration of ownership of Shares in accordance with generally accepted form; Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's ’s Telephone Exchange and Redemption Privileges as described in the Fund's ’s current prospectus. Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's ’s qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; Provide on request a duplicate set of records for file maintenance in the Investment Company's ’s office; Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; • Provide for the processing of redemption checks checks, and maintain checking account records; Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; • From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; • Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership and countersign new certificates; • Certify outstanding Shares to auditors; • In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; • Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company’s Semi-Annual Report on Form N-SAR; • Provide for the preparation and delivery of dealer commission statements and checks; • Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; • Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; • Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company’s and/or Shareholder’s instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Resources Inc)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expenses. Costs associated with NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees to brokerage firms  All o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. # 3067115 v. 10 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. # 3067115 v. 10 As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, and so long as applicable, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations; o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; # 3067115 v. 10 o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; # 3067115 v. 10 o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof, so long as applicable; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of recordand countersign new certificates, so long as applicable;; o Certify outstanding Shares to auditors; o In connection with any meeting of Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; o Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N -SAR; o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Deliver confirmations of transactions to investors and dealers in a timely fashion; o Provide for the payment or reinvestment of income dividends and/or capital gains distributions to Shareholders of record, in accordance with the Investment Company's and/or Shareholder's instructions, provided that: # 3067115 v. 10

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin California Tax Free Income Fund)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FCF Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FCF Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Custodian Funds)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FNYTFT Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FNYTFT Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin New York Tax Free Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement:  Expenses in connection • postage, mailing, freight, forms and stationary expenses associated with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statementsproxies, shareholder statements and shareholder statementstransaction confirmations. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone • telephone costs associated with servicing shareholders in accordance with this agreement;  agreement • ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity;  transfers • Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance microfiche • insurance against loss of Share certificates when in transit;  Terminalstransit • terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement;  agreement • Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1;  SAS 70 • Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders;  shareholders • Proxy solicitation and tabulation expenses;  expenses • NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with Cost to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee, NSF Draft Fee Credit • IBM Global Services – Cost of sending out eStatements • all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. Agreement This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  o Receive from the Investment Company, from the Investment Company's ’s Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations;  Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  o Accept and process payments from investors and their broker-dealers or other agents, agents for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's ’s Telephone Exchange and Redemption Privileges as described in the Fund's ’s current prospectus.  ; o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, Shares and dealer identification, and reflecting all current changes. On request, provide information as to an investor's ’s qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical confirmation statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's ’s office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Templeton Income Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FFRMT Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FFRMT Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Floating Rate Master Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FTVIPT Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FTVIPT Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; o Provide for the processing of redemption checks checks, and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Templeton Variable Insurance Products Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FIST Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FIST Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; FIST Amended and Restated TA & SH Agreement June 2014 o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; o Provide for the processing of redemption checks checks, and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; FIST Amended and Restated TA & SH Agreement June 2014 o Cancel surrendered certificates and record ownership and countersign new certificates; o Certify outstanding Shares to auditors; o In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; o Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N -SAR; o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; o Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company's and/or Shareholder's instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Investors Securities Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FCTFIF Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FCTFIF Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin California Tax Free Income Fund)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose); o Telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., magnetic tape, microfilm and microfiche, and digital images); o Insurance against loss of Share certificates when in transit; o Terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expenses. Costs associated with NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees to brokerage firms o All other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholders. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations; o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Value Investors Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FMT Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FMT Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Managed Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement Agreement: o postage, mailing, freight, forms and (ii) for any Class R6 shares, for the following out-of-pocket stationary expenses paid to third parties in connection associated with the servicing of shareholder accounts as required under the terms of this Agreement:  Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statementsproxies, shareholder statements and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose)transaction confirmations;  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee, NSF Draft Fee Credit; o IBM Global Services - Cost of sending out eStatements; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's ’s Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations;  Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Templeton Developing Markets Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FSMP Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FSMP Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Strategic Mortgage Portfolio)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FSS Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FSS Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; FSS Amended and Restated TA & SH Agreement June 2014 o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; o Provide for the processing of redemption checks checks, and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; FSS Amended and Restated TA & SH Agreement June 2014 o Cancel surrendered certificates and record ownership and countersign new certificates; o Certify outstanding Shares to auditors; o In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; o Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N -SAR; o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; o Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company's and/or Shareholder's instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Strategic Series)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the The Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expenses. Costs associated with NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees to brokerage firms  All o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations; o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, address and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon o Certify outstanding Shares to auditors; o In connection with any meeting of Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of proper documentationexecuted proxies, place stop transfers(d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; o [Answer routine written correspondence, obtain necessary insurance formsemail, and cancel lost, stolen telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N-SAR;] –[Update ?] o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Deliver confirmations of transactions to investors and dealers in a timely fashion; o Provide for the payment or destroyed Share certificates, and record ownership reinvestment of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;  Check surrendered certificates for stop transfer restrictionsin accordance with the Investment Company's and/or Shareholder's instructions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Strategic Series)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FGT Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FGT Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; FGT Amended and Restated TA & SH Agreement June 2014 o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; o Provide for the processing of redemption checks checks, and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; FGT Amended and Restated TA & SH Agreement June 2014 o Cancel surrendered certificates and record ownership and countersign new certificates; o Certify outstanding Shares to auditors; o In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; o Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N -SAR; o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; o Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company's and/or Shareholder's instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Global Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FFTFIF Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FFTFIF Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Federal Tax Free Income Fund)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expenses. Costs associated with NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees to brokerage firms  All o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, and so long as applicable, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations; o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof, so long as applicable; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of recordand countersign new certificates, so long as applicable; o Certify outstanding Shares to auditors;

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin ETF Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. TMMP Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees TMMP Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; TMMP Amended and Restated TA & SH Agreement June 2014 o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; o Provide for the processing of redemption checks checks, and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; TMMP Amended and Restated TA & SH Agreement June 2014 o Cancel surrendered certificates and record ownership and countersign new certificates; o Certify outstanding Shares to auditors; o In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; o Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N -SAR; o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; o Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company's and/or Shareholder's instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Money Market Portfolios)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone ○ telephone costs associated with servicing shareholders in accordance with this agreement;  : ○ ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance against ○ insurance against, loss of Share certificates when in transit;  Terminals○ terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; Proxy solicitation and tabulation expenses; NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; ○ all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: # 3076662 v. 1 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and ○ If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, COMPANY FTIS WILL: Receive from the Investment Company, from the Investment Company's ’s Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations ○ Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; Establish registration of ownership of Shares in accordance with generally accepted form; # 3076662 v. 1 ○ Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's ’s Telephone Exchange and Redemption Privileges as described in the Fund's ’s current prospectus. Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's ’s qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; Provide on request a duplicate set of records for file maintenance in the Investment Company's ’s office; Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; ○ Provide for the processing of redemption checks checks, and maintain checking account records; Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; ○ From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; ○ Upon receipt of proper documentation, place stop transfers, obtain obtain, necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership and countersign new certificates; ○ Certify outstanding Shares to auditors; # 3076662 v. 1 ○ In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; ○ Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company’s Semi-Annual Report on Form N -SAR; ○ Provide for the preparation and delivery of dealer commission statements and checks; ○ Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; ○ Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; ○ Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company’s and/or Shareholder’s instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Templeton Global Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone ○ telephone costs associated with servicing shareholders in accordance with this agreement;  : ○ ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance against ○ insurance against, loss of Share certificates when in transit;  Terminals○ terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; Proxy solicitation and tabulation expenses; NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; ○ all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: # 3076796 v. 1 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and ○ If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, COMPANY FTIS WILL: Receive from the Investment Company, from the Investment Company's ’s Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations ○ Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; Establish registration of ownership of Shares in accordance with generally accepted form; # 3076796 v. 1 ○ Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's ’s Telephone Exchange and Redemption Privileges as described in the Fund's ’s current prospectus. Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's ’s qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; Provide on request a duplicate set of records for file maintenance in the Investment Company's ’s office; Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; ○ Provide for the processing of redemption checks checks, and maintain checking account records; Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; ○ From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; ○ Upon receipt of proper documentation, place stop transfers, obtain obtain, necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership and countersign new certificates; ○ Certify outstanding Shares to auditors; # 3076796 v. 1 ○ In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; ○ Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company’s Semi-Annual Report on Form N -SAR; ○ Provide for the preparation and delivery of dealer commission statements and checks; ○ Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; ○ Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; ○ Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company’s and/or Shareholder’s instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin California Tax Free Income Fund)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FVIT Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FVIT Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; FVIT Amended and Restated TA & SH Agreement June 2014 o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; o Provide for the processing of redemption checks checks, and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; FVIT Amended and Restated TA & SH Agreement June 2014 o Cancel surrendered certificates and record ownership and countersign new certificates; o Certify outstanding Shares to auditors; o In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; o Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N -SAR; o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; o Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company's and/or Shareholder's instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Value Investors Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FCTFT Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FCTFT Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records;  Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;  Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin California Tax Free Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FG&PMF Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FG&PMF Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; FG&PMF Amended and Restated TA & SH Agreement June 2014 o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; o Provide for the processing of redemption checks checks, and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; FG&PMF Amended and Restated TA & SH Agreement June 2014 o Cancel surrendered certificates and record ownership and countersign new certificates; o Certify outstanding Shares to auditors; o In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; o Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N -SAR; o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; o Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company's and/or Shareholder's instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Gold & Precious Metals Fund)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; o Provide for the processing of redemption checks checks, and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Code-Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership and countersign new certificates; o Certify outstanding Shares to auditors; o In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; o Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N -SAR; o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; o Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company's and/or Shareholder's instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Templeton Income Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FMSF Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FMSF Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; FMSF Amended and Restated TA & SH Agreement June 2014 o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; o Provide for the processing of redemption checks checks, and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; FMSF Amended and Restated TA & SH Agreement June 2014 o Cancel surrendered certificates and record ownership and countersign new certificates; o Certify outstanding Shares to auditors; o In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; o Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N -SAR; o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; o Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company's and/or Shareholder's instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Mutual Series Funds)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone ○ telephone costs associated with servicing shareholders in accordance with this agreement;  : ○ ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance against ○ insurance against, loss of Share certificates when in transit;  Terminals○ terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; Proxy solicitation and tabulation expenses; NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; ○ all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: # 3076602 v. 1 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and ○ If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, COMPANY FTIS WILL: Receive from the Investment Company, from the Investment Company's ’s Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations ○ Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; Establish registration of ownership of Shares in accordance with generally accepted form; # 3076602 v. 1 ○ Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's ’s Telephone Exchange and Redemption Privileges as described in the Fund's ’s current prospectus. Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's ’s qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; Provide on request a duplicate set of records for file maintenance in the Investment Company's ’s office; Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; ○ Provide for the processing of redemption checks checks, and maintain checking account records; Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; ○ From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; ○ Upon receipt of proper documentation, place stop transfers, obtain obtain, necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership and countersign new certificates; ○ Certify outstanding Shares to auditors; # 3076602 v. 1 ○ In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; ○ Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company’s Semi-Annual Report on Form N -SAR; ○ Provide for the preparation and delivery of dealer commission statements and checks; ○ Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; ○ Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; ○ Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company’s and/or Shareholder’s instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Municipal Securities Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expenses. Costs associated with NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees to brokerage firms  All o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. # 3067115 v. 10 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. # 3067115 v. 10 Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. # 3067115 v. 10 As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, and so long as applicable, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations; o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; D-<BCLPAGE>5</BCLPAGE> # 3067115 v. 10 o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof, so long as applicable; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of recordand countersign new certificates, so long as applicable;; o Certify outstanding Shares to auditors; o In connection with any meeting of Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; o Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N -SAR; o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Deliver confirmations of transactions to investors and dealers in a timely fashion; o Provide for the payment or reinvestment of income dividends and/or capital gains distributions to Shareholders of record, in accordance with the Investment Company's and/or Shareholder's instructions, provided that: D-<BCLPAGE>5</BCLPAGE> # 3067115 v. 10

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin U.S. Government Money Fund)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FTFT Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FTFT Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; FTFT Amended and Restated TA & SH Agreement June 2014 o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; o Provide for the processing of redemption checks checks, and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; FTFT Amended and Restated TA & SH Agreement June 2014 o Cancel surrendered certificates and record ownership and countersign new certificates; o Certify outstanding Shares to auditors; o In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; o Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N -SAR; o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; o Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company's and/or Shareholder's instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Tax Free Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FTGT Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FTGT Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; FTGT Amended and Restated TA & SH Agreement June 2014 o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; o Provide for the processing of redemption checks checks, and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; FTGT Amended and Restated TA & SH Agreement June 2014 o Cancel surrendered certificates and record ownership and countersign new certificates; o Certify outstanding Shares to auditors; o In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; o Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N -SAR; o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; o Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company's and/or Shareholder's instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Templeton Global Trust)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., via magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1SAS 70; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expensesNetworking/Commission Settlement Expenses. Costs associated with to utilize NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees commissions to brokerage firms  All firms; NSCC Fee, NSCC Year End Fee; o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. FMF Amended and Restated TA & SH Agreement June 2014 This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees FMF Amended and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Restated TA & SH Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: June 2014 AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders; and o If the Fund issues certificated Shares, upon receipt of proper authorization, countersign as transfer agent and deliver certificates upon issuance, countersign certificates to reflect ownership transfers, and cancel certificates when redeemed. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  confirmations o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; FMF Amended and Restated TA & SH Agreement June 2014 o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including ; o Provide for the processing of redemption checks checks, and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o From time to time make transfers of certificates for such Shares as may be surrendered for transfer properly endorsed, and countersign new certificates issued in lieu thereof; o Upon receipt of proper documentation, place stop transfers, obtain necessary insurance forms, and cancel reissue replacement certificates against lost, stolen or destroyed Share certificates, and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable; o Check surrendered certificates for stop transfer restrictions, so long as applicable. Although FTIS cannot ensure insure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; FMF Amended and Restated TA & SH Agreement June 2014 o Cancel surrendered certificates and record ownership and countersign new certificates; o Certify outstanding Shares to auditors; o In connection with any meeting of Shares formerly represented Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of executed proxies, (d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; o Answer routine written correspondence, email, and telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company's Semi-Annual Report on Form N -SAR; o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such certificates information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Mail confirmations of transactions to investors and dealers in its transfer records in a timely fashion; o Provide for the name(s) payment or reinvestment of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;in accordance with the Investment Company's and/or Shareholder's instructions, provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Money Fund)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the The Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement: o Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone o telephone costs associated with servicing shareholders in accordance with this agreement; o ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, transfers and wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity; o Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., magnetic tape, microfilm and microfiche, and digital images);  Insurance o insurance against loss of Share certificates when in transit;  Terminalso terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement; o Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1; o Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders; o Proxy solicitation and tabulation expenses; o NSCC expenses. Costs associated with NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees to brokerage firms  All o all other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. # 4084184 v. 3 # 4084184 v. 3 As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and o Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholdersShareholders. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL: o Receive from the Investment Company, from the Investment Company's Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations; o Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations; o Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares; o Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers; o Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts; o Establish registration of ownership of Shares in accordance with generally accepted form; o Maintain records of (i) issued Shares and (ii) number of shareholders Shareholders and their aggregate shareholdings Shareholdings classified according to their residence in each State of the United States or foreign country; o Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's Telephone Exchange and Redemption Privileges as described in the Fund's current prospectus. o Maintain and safeguard records for each shareholder Shareholder showing name(s), address, number of any certificates issued, address and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements; o Provide on request a duplicate set of records for file maintenance in the Investment Company's office; o Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus; o Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities;  Upon o Certify outstanding Shares to auditors; o In connection with any meeting of Shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to Shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of proper documentationexecuted proxies, place stop transfers(d) solicitation of Shareholders for their votes and (e) delivery of a list of Shareholders for the meeting; # 4084184 v. 3 o Answer routine written correspondence, obtain necessary insurance formsemail, and cancel lost, stolen telephone inquiries about individual accounts. Provide information as needed to meet reporting requirements regarding correspondence. o Provide for the preparation and delivery of dealer commission statements and checks; o Maintain and furnish the Investment Company and its Shareholders with such information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Deliver confirmations of transactions to investors and dealers in a timely fashion; o Provide for the payment or destroyed Share certificates, and record ownership reinvestment of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to Shareholders of record, so long as applicable;  Check surrendered certificates for stop transfer restrictionsin accordance with the Investment Company's and/or Shareholder's instructions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Fund Allocator Series)

Out-of-Pocket Expenses. In addition to Beneficial Owner Servicing Fees and Networked Account Servicing Fees paid in accordance with Section 3 of this Agreement, the Investment Company shall reimburse FTIS monthly (i) for all classes of shares, other than any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of Accounts as required under the terms of this Agreement and (ii) for any Class R6 shares, for the following out-of-pocket expenses paid to third parties in connection with the servicing of shareholder accounts as required under the terms of this Agreement:  Expenses in connection with the preparation and physical or electronic delivery of shareholder communications required under the terms of this Agreement, such as prospectuses, shareholder reports, tax information, proxy statements, and shareholder statements. Such amounts paid to third parties include, but are not limited to, costs of printing, mailing, stationary, forms, postage, and electronic delivery. In the case of out-of-pocket expenses incurred by FTIS or an affiliate associated with the printing of new account confirming prospectuses (which prospectuses the Investment Company is obligated to deliver under its Underwriting Agreement and that FTIS agrees to deliver, on behalf of the Fund, in connection with the confirmation process), FTIS and the Investment Company each will pay one-half (50%) of the costs of printing the new account confirming prospectus (including, but not limited to, print on demand prospectuses used for that purpose);  Telephone costs associated with servicing shareholders in accordance with this agreement;  ACH, Federal Reserve and bank charges for check clearance, electronic funds transfers, wire transfers, and other banking charges associated with account and cash reconciliation for shareholder activity;  Data Storage: Retention of electronic and paper account records; and other costs associated with data storage of account records and transactions records (e.g., magnetic tape, microfilm and microfiche, and digital images);  Insurance against loss of Share certificates when in transit;  Terminals, transmitting lines and any expenses incurred in connection with such terminals and lines established and/or maintained by FTIS to perform its obligations under this agreement;  Amounts paid to independent accounting firms to perform independent audits of FTIS and the issuance of reports such as a SOC-1;  Amounts paid in connection with use of national data bases to comply with requirements for locating lost shareholders;  Proxy solicitation and tabulation expenses;  NSCC expenses. Costs associated with NSCC system use, including networking services, hardware and circuits to send customer cost basis information, commission and 12b-1 fees to brokerage firms  All other miscellaneous expenses reasonably incurred by FTIS in the performance of its obligations under the Agreement, excluding the costs relating to the compensation of Agents as contemplated under Section 14 of the Agreement. This Schedule B may be amended by FTIS upon not less than 30 days' written notice to the Investment Company, subject to approval by the Board. Beneficial Owner Servicing Fees and Networked Account Servicing Fees for each fiscal year of the Fund may not exceed (i), for each contract with an institution based on Fund assets, 15 basis points (0.15%) of such Fund's ’s net assets attributable to the appropriate class of shares for which such institution provides services as contemplated by Section 3(b)(ii) and (iii) of this Agreement (“Services”) or (ii) for each contract with an institution based upon a flat per account fee, $16 per account for accounts that are not subject to a contingent deferred sales charge for which the institution provides Services and $19 per account for accounts that are subject to a contingent deferred sales charge for which the institution provides Services. This Schedule C may be amended only upon agreement in advance of FTIS, the Investment Company and its Board of Trustees/Directors. As the registered transfer agent and shareholder servicing agent for the Funds, FTIS is responsible for providing overall support for the customers of each Fund, including shareholders, financial advisors, distribution intermediaries, and other authorized representatives. FTIS controls the flow of the customer interactions, processes transactions, and handles inquiries while ensuring mitigation of operational, financial, regulatory, and reputational risk. FTIS is responsible for affecting activity in accordance with fund policies, (e.g. Rule 12b-1 payments, fund openings, reorganizations, closings), as well as required trade confirmations, statements, and tax reporting. FTIS maintains relationships with the back offices of intermediaries and ensures appropriate payments to intermediaries and other service vendors in accordance with this Agreement. Specific functions FTIS performs in accordance with securities laws, IRS laws or other regulations include: AS TRANSFER AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  Upon receipt of proper authorization, record the transfer of Fund shares ("Shares") in its transfer records in the name(s) of the appropriate legal shareholder(s) of record; and  Upon receipt of proper authorization, redeem Shares, debit shareholder accounts and provide for payment to shareholders. AS SHAREHOLDER SERVICE AGENT FOR THE INVESTMENT COMPANY, FTIS WILL:  Receive from the Investment Company, from the Investment Company's ’s Principal Underwriter or from a Fund shareholder, in a manner acceptable to FTIS, information necessary to record Share sales and redemptions and to generate sale and/or redemption confirmations; o Mail, or electronically transmit, sale and/or redemption confirmations;  Coordinate the delivery of an account opening prospectus with delivery of initial purchase confirmations;  Accept and process payments from investors and their broker-dealers or other agents, for the purchase of Shares;  Support the use of automated systems for payment and other share transactions, such as NSCC Fund/Serv and Networking and other systems which may be reasonably requested by FTIS customers;  Keep records as necessary to implement any deferred sales charges, exchange restrictions or other policies of the Investment Company affecting Share transactions, including without limitation any restrictions or policies applicable to certain classes of shares, as stated in the applicable prospectus; o Requisition Shares in accordance with instructions of the Principal Underwriter, if applicable; o Open, maintain and close shareholder accounts;  Establish registration of ownership of Shares in accordance with generally accepted form;  Maintain records of (i) issued Shares and (ii) number of shareholders and their aggregate shareholdings classified according to their residence in each State of the United States or foreign country;  Accept and process telephone exchanges and redemptions for Shares in accordance with a Fund's ’s Telephone Exchange and Redemption Privileges as described in the Fund's ’s current prospectus.  Maintain and safeguard records for each shareholder showing name(s), address, number of any certificates issued, and number of Shares registered in such name(s), together with continuous proof of the outstanding Shares, and dealer identification, and reflecting all current changes. On request, provide information as to an investor's ’s qualification for Cumulative Quantity Discount. Provide all accounts with, at minimum, quarterly and year-end historical statements;  Provide on request a duplicate set of records for file maintenance in the Investment Company's ’s office;  Provide for the proper allocation of proceeds of share sales to the Investment Company and to the Principal Underwriter, in accordance with the applicable prospectus;  Redeem Shares and provide for the preparation and delivery of liquidation proceeds, including the processing of redemption checks and maintain checking account records; o Exercise reasonable and good-faith business judgment in the registration of Share transfers, pledges and releases from pledges in accordance with the California Uniform Commercial Code - - Investment Securities; o Certify outstanding Shares to auditors; Upon In connection with any meeting of shareholders, upon receiving appropriate detailed instructions and written materials prepared by the Investment Company and proxy proofs checked by the Investment Company, provide for: (a) the printing of proxy cards, (b) the delivery to shareholders of all reports, prospectuses, proxy cards and related proxy materials of suitable design for enclosing, (c) the receipt and tabulation of proper documentationexecuted proxies, place stop transfers(d) solicitation of shareholders for their votes and (e) delivery of a list of shareholders for the meeting;  Answer routine written correspondence, obtain necessary insurance formsemail, and cancel lost, stolen telephone inquiries about individual accounts. Prepare monthly reports for correspondence volume and correspondence data necessary for the Investment Company’s Semi-Annual Report on Form N -CEN;  Provide for the preparation and delivery of dealer commission statements and checks;  Maintain and furnish the Investment Company and its shareholders with such information as the Investment Company may reasonably request for the purpose of compliance by the Investment Company with the applicable tax and securities laws of applicable jurisdictions; o Deliver confirmations of transactions to investors and dealers in a timely fashion;  Provide for the payment or destroyed Share certificates, and record ownership reinvestment of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) income dividends and/or capital gains distributions to shareholders of record, so long as applicable;  Check surrendered certificates for stop transfer restrictionsin accordance with the Investment Company’s and/or shareholder’s instructions, so long as applicable. Although FTIS cannot ensure the genuineness of certificates surrendered for cancellation, it will employ all due reasonable care in deciding the genuineness of such certificates and the guarantor of the signature(s) thereon; o Cancel surrendered certificates and record ownership of Shares formerly represented by such certificates in its transfer records in the name(s) of the appropriate legal shareholder(s) of record, so long as applicable;provided that:

Appears in 1 contract

Samples: Transfer Agent and Shareholder Services Agreement (Franklin Strategic Series)