0001379491-20-001654 Sample Contracts

AMENDED AND RESTATED INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • April 27th, 2020 • Franklin Templeton Variable Insurance Products Trust • California

THIS INVESTMENT MANAGEMENT AGREEMENT, dated as of December 29, 2017, is made between FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST, a Delaware statutory trust (the “Trust”), on behalf of FRANKLIN SMALL-MID CAP GROWTH VIP FUND (the “Fund”), a series of the Trust, and FRANKLIN ADVISERS, INC., a California corporation (the “Adviser”), and amends and restates the prior Amended and Restated Investment Management Agreement between the Trust, on behalf of the Fund, and the Adviser, dated as of May 1, 2013.

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AMENDMENT TO MASTER CUSTODY AGREEMENT
Master Custody Agreement • April 27th, 2020 • Franklin Templeton Variable Insurance Products Trust

This Amendment is dated as of the 3rd day of June, 2019, by and between Each of the Investment Companies Listed on Schedule 1 hereto for itself and for Each of its Series listed on Schedule 1 hereto (the “Client”), and The Bank of New York Mellon (formerly The Bank of New York) (the “Custodian”).

SUB-ADVISORY AGREEMENT Franklin TEMPLETON VARIABLE INSURANCE PRODUCTS tRUST On behalf of Franklin U.S. Government Securities VIP Fund
Sub-Advisory Agreement • April 27th, 2020 • Franklin Templeton Variable Insurance Products Trust • California

THIS SUB-ADVISORY AGREEMENT (the “Agreement”), effective as of October 15, 2019, is made between FRANKLIN ADVISERS, INC., a California corporation (“FAV”), and FRANKLIN TEMPLETON INSTITUTIONAL, LLC, a California corporation (“FT Institutional”).

SUPPLEMENT TO THE MASTER CUSTODY AGREEMENT HONG KONG - CHINA CONNECT SERVICE
Franklin Templeton Variable Insurance Products Trust • April 27th, 2020

This Letter relates to the Hong Kong - China Connect Service (as referenced in the Rules of the Stock Exchange of Hong Kong and as hereafter referred to in this Letter, the China Connect Service or Connect). Connect is a trading and clearing service established between Shanghai Stock Exchange, Shenzhen Stock Exchange, China Securities Depository and Clearing Corporation Limited (China Connect Clearing House), Hong Kong Exchanges and Clearing Limited, China Foreign Exchange Trade System & National Interbank Funding Centre (CFETS), China Central Depository & Clearing (CCDC), Shanghai Clearing House (SCH), the Central Moneymarkets Unit of the Monetary Authority of Hong Kong (CMU), the Stock Exchange of Hong Kong (SEHK) and the Hong Kong Stock Exchange’s clearing and nominee company, Hong Kong Securities Clearing Company Ltd. (HKSCC). The service applies to listed stock/securities on a China Connect Market (China Connect Listed Stock) and bonds traded on the China Interbank Bond Market (Ch

TERMINAL LINK AGREEMENT EXHIBIT A (Effective as of February 2020)
Link Agreement • April 27th, 2020 • Franklin Templeton Variable Insurance Products Trust

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.

MASTER CUSTODY AGREEMENT EXHIBIT A (Effective as of February 2020)
Master Custody Agreement • April 27th, 2020 • Franklin Templeton Variable Insurance Products Trust

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 TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST on behalf of TEMPLETON FOREIGN VIP FUND AMENDED AND RESTATED INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • April 27th, 2020 • Franklin Templeton Variable Insurance Products Trust

THIS INVESTMENT MANAGEMENT AGREEMENT, dated December 29, 2017, is made between FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST, a Delaware statutory trust (the “Trust”), on behalf of TEMPLETON FOREIGN VIP FUND (the “Fund”), a series of the Trust, and TEMPLETON INVESTMENT COUNSEL, LLC, a Delaware limited liability company (the “Adviser”), and amends and restates the prior Amended and Restated Investment Management Agreement between the Trust, on behalf of the Fund, and the Adviser dated as of May 1, 2014.

on behalf of Franklin Growth and Income VIP Fund, Franklin Income VIP Fund, Franklin U.S. Government SECURITIES VIP Fund, and Templeton Global BOND VIP Fund AMENDED AND RESTATED INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • April 27th, 2020 • Franklin Templeton Variable Insurance Products Trust • California

THIS INVESTMENT MANAGEMENT AGREEMENT, dated as of December 29, 2017, is made between FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST, a Delaware statutory trust (the “Trust”), on behalf of FRANKLIN GROWTH AND INCOME VIP FUND, FRANKLIN INCOME VIP FUND, FRANKLIN U.S. GOVERNMENT SECURITIES VIP FUND, and TEMPLETON GLOBAL BOND VIP FUND (each, a “Fund,” and collectively, the “Funds”), and FRANKLIN ADVISERS, INC., a California corporation (the “Adviser”), and amends and restates the prior Investment Management Agreement between the Trust, on behalf of each Fund, and the Adviser, dated as of May 1, 2007, and amended as of January 2, 2008.

AMENDED AND RESTATED INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • April 27th, 2020 • Franklin Templeton Variable Insurance Products Trust • California

THIS INVESTMENT MANAGEMENT AGREEMENT, dated as of May 1, 2018, is made between FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST, a Delaware statutory trust (the “Trust”), on behalf of FRANKLIN MUTUAL GLOBAL DISCOVERY VIP FUND and FRANKLIN MUTUAL SHARES VIP FUND (each, a “Fund”), series of the Trust, and FRANKLIN MUTUAL ADVISERS, LLC, a Delaware limited liability company (the “Adviser”), and amends and restates the prior Amended and Restated Investment Management Agreement between the Trust, on behalf of each Fund, and the Adviser, dated as of May 1, 2014.

FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST on behalf of TEMPLETON GROWTH VIP FUND AMENDED AND RESTATED INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • April 27th, 2020 • Franklin Templeton Variable Insurance Products Trust

THIS INVESTMENT MANAGEMENT AGREEMENT, dated December 29, 2017, is made between the FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST, a Delaware statutory trust (the “Trust”), on behalf of the TEMPLETON GROWTH VIP FUND (the “Fund”), a series of the Trust, and TEMPLETON GLOBAL ADVISORS LIMITED, a Bahamas corporation (the “Adviser”), and amends and restates the prior Investment Management Agreement between the Trust, on behalf of the Fund, and the Adviser dated as of May 1, 2007.

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