0001379491-14-000945 Sample Contracts

MASTER CUSTODY AGREEMENT
Master Custody Agreement • August 27th, 2014 • Franklin Strategic Series

The following is a list of the Investment Companies and their respective Series for which the Custodian shall serve under the Master Custody Agreement dated as of February 16, 1996.

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TRANSFER AGENT AND SHAREHOLDER SERVICES AGREEMENT
Transfer Agent and Shareholder Services Agreement • August 27th, 2014 • Franklin Strategic Series • California

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;

TERMINAL LINK AGREEMENT
Terminal Link Agreement • August 27th, 2014 • Franklin Strategic Series

The following is a list of the Investment Companies and their respective Series for which the Custodian shall serve under the Master Custody Agreement dated as of February 16, 1996.

FRANKLIN STRATEGIC SERIES on behalf of the FRANKLIN BIOTECHNOLOGY DISCOVERY FUND AMENDED AND RESTATED INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • August 27th, 2014 • Franklin Strategic Series • California

THIS INVESTMENT MANAGEMENT AGREEMENT, dated as of May 1, 2014, is made between FRANKLIN STRATEGIC SERIES, a Delaware statutory trust (the "Trust"), on behalf of FRANKLIN BIOTECHNOLOGY DISCOVERY FUND (the "Fund"), a series of the Trust, and FRANKLIN ADVISERS, INC., a California corporation, (the "Manager") and amends and restates the prior Management Agreement between the Trust, on behalf of the Fund, and the Manager, dated as of July 15, 1997, and amended as of January 1, 2008.

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