SECOND JOINDER TO GLOBAL CUSTODY AGREEMENT
SECOND JOINDER TO GLOBAL CUSTODY AGREEMENT
This second Joinder (“Joinder”) to the GLOBAL CUSTODY AGREEMENT, dated March 1, 2020 among each of the Customers listed on Annex B thereto (each a “Customer”) and JPMORGAN CHASE BANK, N.A. (“X.X. Xxxxxx”), as amended from time to time (the “Agreement”), is made and entered into as of March 12, 2021, and shall be effective as of March 12, 2021, between the New Customer (as defined below) and X.X. Xxxxxx.
W I T N E S S E T H:
WHEREAS, the Customers and X.X. Xxxxxx entered into the Agreement;
WHEREAS, the following entity request that X.X. Xxxxxx provide custody services to them under the terms and conditions set forth in the Agreement:
Franklin OnChain U.S. Government Money Fund
(the “New Customer”);
WHEREAS, X.X. Xxxxxx agrees to provide custody services to the New Customer pursuant to the terms and conditions set forth in the Agreement.
NOW, THEREFORE, in consideration of the mutual agreements herein contained, the parties hereby agree as follows:
| 1. | Definitions. Unless otherwise defined herein, defined terms used in this Joinder shall have the | |
| meaning | ascribed to such terms in the Agreement. | |
| 2. | Joinder. New Customer hereby agree to be subject to and bound by the terms and conditions of | |
| the | Agreement. | |
| 3. | Amendments. The Agreement shall be amended as follows: | |
| (A) | Annex B of the Agreement is hereby amended and restated in its entirety by Annex I hereto. | |
| (B) | Save as amended by this Joinder, the Agreement shall remain in full force and effect. | |
| 4. | Representations. Each party represents to the other parties that all representations contained in | |
| the | Agreement are true and accurate as of the date of this Joinder, and that such representations are | |
| deemed | to be given or repeated by each party, as the case may be, on the date of this Joinder. | |
| 5. | Entire Agreement. This Joinder and the Agreement and any documents referred to in each of them, | |
| constitutes | the whole agreement between the parties relating to their subject matter and supersedes | |
| and | extinguishes any other drafts, agreements, undertakings, representations, warranties and | |
| arrangements | of any nature, whether in writing or oral, relating to such subject matter. If any of | |
| the | provisions of this Joinder are inconsistent with or in conflict with any of the provisions of the | |
| Agreement | then, to the extent of any such inconsistency or conflict, the provisions of this Joinder | |
| shall | prevail as between the parties. | |
| 6. | Counterparts. This Joinder may be executed in any number of counterparts which together shall constitute one agreement. Each party hereto may enter into this Joinder by executing a counterpart and this Joinder shall not take effect until it has been executed by both parties. |
| 7. | Law and Jurisdiction. This Joinder shall be governed by, and construed in accordance with, the laws of the State of New York. |
[ Signature page follows ]
IN WITNESS WHEREOF, the parties have executed this Joinder as of the date first above written.
| Franklin Xxxxxxxxx Trust, on behalf of its | JPMORGAN CHASE BANK, N.A. | |
| series: Franklin OnChain U.S. Government | ||
| Money Fund | ||
| By:_/s/XXXXXXX HINKLE__________________________ | By:_/s/XXXx MEHLDAU__________________________ | |
| Name: Xxxxxxx Xxxxxx | Name: | Xxxx Xxxxxxx |
| Title: Chief Executive Officer – Finance and Administration | Title: | Vice President |
| ANNEX I | |
| “ANNEX B TO THE GLOBAL CUSTODY AGREEMENT” | |
| List of Customers | |
| Customer | Jurisdiction |
| Xxxxxxxxx Developing Markets VIP Fund a series of Franklin Xxxxxxxxx | United States |
| Variable Insurance Products Trust | |
| Xxxxxxxxx Foreign VIP Fund, a series of Franklin Xxxxxxxxx Variable Insurance | |
| Products Trust | United States |
| Xxxxxxxxx Growth VIP Fund, a series of Franklin Xxxxxxxxx Variable Insurance | |
| Products Trust | United States |
| Xxxxxxxxx World Fund, a series of Xxxxxxxxx Funds | United States |
| Xxxxxxxxx Foreign Fund, a series of Xxxxxxxxx Funds | United States |
| Xxxxxxxxx Emerging Markets Small Cap Fund, a series of Xxxxxxxxx Global | |
| Investment Trust | United States |
| Templeton Frontier Markets Fund, a series of Xxxxxxxxx Global Investment | United States |
| Trust | |
| Xxxxxxxxx Global Bond Fund, a series of Templeton Income Trust | United States |
| Xxxxxxxxx Emerging Markets Bond Fund, a series of Templeton Income Trust | United States |
| Foreign Smaller Companies Series, a series of Templeton Institutional Funds | United States |
| International Equity Series, a series of Templeton Institutional Funds | United States |
| Global Equity Series, a series of Templeton Institutional Funds | United States |
| Franklin Money Market Fund, a series of Institutional Fiduciary Trust | United States |
| Xxxxxxxxx Global Smaller Companies Fund | United States |
| Templeton Growth Funds, Inc. | United States |
| Xxxxxxxxx Emerging Markets Fund | United States |
| Xxxxxxxxx Global Income Fund | United States |
| Xxxxxxxxx Developing Markets Trust | United States |
| Xxxxxxxxx Emerging Markets Income Fund | United States |
| Xxxxxxxxx Dragon Fund, Inc. | United States |
| Xxxxxxxxx China World Fund | United States |
| Templeton Strategic Emerging Markets Fund III, L.P. | United States |
| Xxxxxxxxx Growth Fund II Limited | Cayman Islands |
| Xxxxxxxxx China Opportunities Fund, Ltd. | Cayman Islands |
| Templeton Strategic Emerging Markets Fund III, (Cayman) L.P. | Cayman Islands |
| Templeton Strategic Emerging Markets Fund IV LDC | Cayman Islands |
| Templeton Strategic Emerging Markets Fund III LDC | Cayman Islands |
| Xxxxxxxxx Global Advisors Ltd (Separate Account) | Bahamas |
| Franklin Equity Portfolio Fund, a series of Franklin ETF Trust | United States |
| Franklin Fixed Income Portfolio Fund, a series of Franklin ETF Trust | United States |
| Franklin OnChain U.S. Government Money Fund* | United States |
| *Denotes a Customer added through this Joinder. | |
