0001379491-18-003799 Sample Contracts

Franklin Templeton ETF Trust on behalf of FRANKLIN LIBERTYQ EMERGING MARKETS ETF AMENDED AND RESTATED INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • July 27th, 2018 • Franklin Templeton ETF Trust • California

THIS AMENDED AND RESTATED INVESTMENT MANAGEMENT AGREEMENT, dated as of December 1, 2017, is made between FRANKLIN TEMPLETON ETF TRUST, a Delaware statutory trust (the “Trust”), on behalf of Franklin LibertyQ Emerging Markets ETF (the “Fund”), a series of the Trust, and FRANKLIN ADVISERS, INC., a California corporation (the “Manager”), and amends and restates the prior Investment Management Agreement between the Trust, on behalf of the Fund, and the Manager, dated as of April 18, 2016.

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SUBCONTRACT FOR
Subcontract for Fund Administrative Services • July 27th, 2018 • Franklin Templeton ETF Trust • California

This Subcontract, dated as of April 18, 2016, is between Franklin Advisers, Inc. (the “Investment Manager”), and Franklin Templeton Services, LLC (the “Administrator”).

Franklin Templeton ETF Trust One Franklin Parkway San Mateo, California 94403-1906
Distribution Agreement • July 27th, 2018 • Franklin Templeton ETF Trust • New York

We, Franklin Templeton ETF Trust (the “Trust”), are a Delaware statutory trust operating as an open-end management investment company, which is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), and whose shares are registered under the Securities Act of 1933, as amended (the “1933 Act”). We desire to issue one or more series of our authorized but unissued shares of beneficial interest (the “Shares”), generally only in aggregations constituting a Creation Unit, as such term is defined in the registration statement filed from time to time by the Trust with the U.S. Securities and Exchange Commission (the “Commission”) and effective under the 1933 Act and the 1940 Act (the “Registration Statement”), only to Authorized Participants (as that term is defined in the Registration Statement) in accordance with applicable Federal and State securities laws. The Trust’s Shares may be made available in one or more separate series. Shares are anticipated to be listed

Amendment to State Street Fund Connect® Agreement
State Street Fund Connect Agreement • July 27th, 2018 • Franklin Templeton ETF Trust

This Amendment to State Street Fund Connect Agreement (the “Amendment”) is made as of May 2, 2018 (the “Effective Date”). Reference is hereby made to that certain State Street Fund Connect Agreement, dated as of April 16, 2016 (as it has been previously amended, the “Agreement”) by and among State Street Global Markets, LLC (“State Street”) Franklin Advisers, Inc (the “Manager”) and Franklin Templeton ETF Trust (the “Trust”). The parties hereto desire to further amend the Agreement as set forth herein. Unless otherwise defined herein, all capitalized terms shall have the meanings ascribed to them in the Agreement. This Amendment shall form a part of the Agreement and the parties hereto acknowledge and agree that this Amendment shall amend the Agreement as follows:

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