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Contract Type FiledMarch 18th, 2014 JurisdictionMANAGEMENT AGREEMENT DATED 2014FONDUL PROPRIETATEA S.A. and FRANKLIN TEMPLETON INVESTMENT MANAGEMENT LIMITED THIS AGREEMENT is made on………...2014 BETWEEN:1. FRANKLIN TEMPLETON INVESTMENT MANAGEMENT LIMITED of the Adelphi, 1-11 John Adam Street, London WC2N 6HT, United Kingdom, acting through its Romanian branch having its registered office at Premium Point, 78-80 Buzesti Str., 7-8th floors, 1st. District, Bucharest, Romania (the “Fund Manager”) (“S.A.I.” in Romanian language); and2. FONDUL PROPRIETATEA S.A. of Buzesti St. 78-80, 1st District, Bucharest municipality, Romania (the “Customer”). WHEREAS:(A) The Customer wishes to appoint the Fund Manager as a discretionary investment fund manager (“administrator al portofoliului” in Romanian language) of the Portfolio on the terms and subject to the conditions of this Management Agreement.(B) the Fund Manager wishes to accept such appointment, on the terms and subject to the conditions of this Management Agreement.(C) The Fund Manager is au