0001379491-21-001633 Sample Contracts

AMENDMENT TO DISTRIBUTION AGREEMENT
Distribution Agreement • April 26th, 2021 • Templeton Institutional Funds

This Amendment, dated as of May 13, 2020, is to each Distribution Agreement, as amended and/or restated to date (each, an “Agreement”), by and between Franklin/Templeton Distributors, Inc., a registered broker-dealer under the provisions of the Securities Exchange Act of 1934, as amended, and a member of the Financial Industry Regulatory Authority (the “Distributor”), and each registered open-end investment company identified on Schedule A (each, an “Investment Company”).

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FEE WAIVER AND/OR EXPENSE REIMBURSEMENT AGREEMENT
Fee Waiver and/or Expense Reimbursement Agreement • April 26th, 2021 • Templeton Institutional Funds • Delaware
AMENDMENT TO INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • April 26th, 2021 • Templeton Institutional Funds

This Amendment, dated as of May 13, 2020, is to each Investment Management Agreement, as amended and/or restated to date (each, an “Agreement”), by and between each Investment Manager identified on Schedule A, each a registered investment adviser (the “Investment Manager”), and each registered investment company (each, an “Investment Company”), on behalf of itself and, as applicable, its separate series (each, a “Series”) identified opposite the Investment Manager’s name on Schedule A.

SUBADVISORY AGREEMENT Templeton Institutional Funds (on behalf of Foreign Smaller Companies Series)
Sub-Advisory Agreement • April 26th, 2021 • Templeton Institutional Funds • Florida

THIS SUB-ADVISORY AGREEMENT (the “Agreement”), made as of the 1st day of January 2021, by and between TEMPLETON INVESTMENT COUNSEL, LLC, a limited liability company organized under the laws of Delaware (“TICL”), and FRANKLIN TEMPLETON INVESTMENTS CORP., an Ontario corporation (“FTIC”).

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