PROFESSIONAL ADVISERS – IMPORTANT LEGAL INFORMATION

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THIS AREA OF THE WEBSITE IS INTENDED FOR LUXEMBOURG PROFESSIONAL INVESTORS. IT IS NOT INTENDED FOR USE BY MEMBERS OF THE GENERAL PUBLIC. FOR INFORMATION ON PRODUCTS AVAILABLE TO MEMBERS OF THE GENERAL PUBLIC, PLEASE REFER TO THE RETAIL INVESTORS SECTION OF THIS WEBSITE.

I CONFIRM THAT I AM A PROFESSIONAL INVESTOR, HAVE READ THE IMPORTANT INFORMATION AND WISH TO PROCEED

IMPORTANT INFORMATION

You must read this before proceeding, as it explains both the legal and regulatory restrictions which apply to the information contained and investment products referred to within this Website.

1. This Website is directed only at individuals resident within the Grand Duchy of Luxembourg and the information provided is not for distribution outside the Grand Duchy of Luxembourg. None of the information, whether in part or full, should be copied, reproduced or redistributed in any form nor should it be regarded as an offer or a solicitation of an offer for investment in countries outside the Grand Duchy of Luxembourg. No shares or units in these products or funds may be offered or sold to residents of the United States of America or in any other country, state or jurisdiction where it would be unlawful to offer, solicit an offer for or sell such shares or units.
2. The information on this Website is issued and approved by Franklin Franklin Templeton International Services, S.à r.l. and does not, in any way, constitute investment advice. Franklin Templeton International Services, S.à r.l. is authorised and regulated by the Commission de Surveillance du Secteur Financier (CSSF).
3. The prices of shares and units and income there from can go down as well as up, and you may not get back the full amount invested. Past performance is no guarantee of future performance. Currency fluctuations will affect the value of overseas investment. Emerging Markets can be more risky than developed markets. Investors should be aware of the special risks associated with aggressively seeking capital appreciation, including investment in securities of a more speculative nature with greater emphasis on short-term trading profits, and concentration of stocks in specific sectors, as with investments in the technology and biotechnology sectors. This investment strategy can lead to greater volatility than an investment in products or funds invested in a greater spread of stocks across a wider variety of sectors. Current tax levels and reliefs may vary and will depend on your personal circumstances.
4. Subscriptions for shares or units in any Franklin Templeton Investments product or fund can be made only on the basis of the current prospectus (or other offering document) for that product or fund which more fully describes the investment risks.
5. Considerable care has been taken to ensure that the information contained on this website is accurate at the date of publication. However no representation or warranty, express or implied, is made to its accuracy or completeness. Franklin Franklin Templeton International Services, S.à r.l. and Franklin Templeton Investments therefore accept no liability for any loss arising, whether direct or indirect, caused by the use of any part of the information provided. Any research and analysis contained in this website has been procured by Franklin Templeton Investments for its own purposes and may be acted upon by it in that connection. It is provided to you only incidentally, and any opinions expressed are subject to change without notice.

Portfolio Holdings for Non-U.S. Funds/Non-U.S.Advisers - From time to time Franklin Templeton Resources Inc. (“FRI”) and its subsidiaries, partnerships, joint ventures and related and affiliated business entities (“FTI”) may provide you with a partial listing of portfolio securities including but not limited to top contributors and detractors to portfolio performance owned by one or more non-US domiciled funds that are registered or passported with local regulatory authorities and are sponsored by FTI (each a “Fund” and together the “Funds”) and any such additional information relating to the Fund(s) that may not otherwise be publicly disseminated. Such listing of portfolio securities and any other non-public information is subject to the following terms and conditions below and is herein referred to as “Holdings Information”.

1. You are an authorized representative of a bank, broker-dealer, insurance company, registered investment adviser or other professional client (together, “Financial Institutions”) engaged in business activities outside the United States of America (a “Non-U.S. Adviser”) and the Financial Institution has authorized you to access and use the Holdings Information. You are deemed to have read, understood and accepted the terms and conditions and you further agree that all provisions of this Agreement are equally binding upon you and the Financial Institution. IF YOU ARE NOT AUTHORISED TO ACCESS HOLDINGS INFORMATION OR YOU DO NOT WANT TO BE BOUND BY THE TERMS OF THIS AGREEMENT YOU SHOULD NOT ACCEPT HOLDINGS INFORMATION.
2. You undertake to keep the Holdings Information strictly confidential, regardless of the Holdings Information form or whether the Holdings Information is marked or identified as proprietary or confidential. You also agree not to disclose or disseminate the Holdings Information to any third party and to treat the Holdings Information as nonpublic and proprietary, and you further acknowledge that the Holdings Information constitutes a valuable asset of FTI, the Funds and Fund shareholders. You recognize that adverse consequences may result for Fund shareholders if the Holdings Information is used for inappropriate trading purposes. In addition, FTI may reasonably request that you make available to FTI all research produced on the Funds.
3. You will not:
   1. Purchase or sell any portfolio securities listed in the Holdings Information on the basis of any information contained in Holdings Information;
   2. Trade against the Funds or knowingly engage in any trading practices that are adverse to FTI or the Funds on the basis of the Holdings Information; and
   3. Trade in shares of any U.S. registered investment company sponsored by FTI that is substantially similar to the Fund.
4. You will use your best efforts to take all appropriate action and otherwise satisfy your obligations under this Agreement and to prevent the misuse of the Holdings Information. You will immediately notify FTI if you learn of any use of the Holdings Information by any employees, agents or clients that would otherwise violate this Agreement. You acknowledges that damages alone would not be an adequate remedy for any breach of the provisions of this Agreement and, accordingly, without prejudice to any and all other rights or remedies, you acknowledges that FTI or any Fund to which the Holdings Information pertains shall be entitled to the remedies of injunction, specific performance and other equitable relief for any threatened or actual breach of the provisions of this Agreement.
5. You shall not be bound by the provisions of confidentiality contained in this Agreement if such Holdings Information 1) is or becomes publicly known through no act or omission of the Financial Institution, its employees, agents or subcontractors; 2) is lawfully disclosed to you by a third party without restriction and without any obligation of confidentiality; 3) is required to be disclosed by any governmental body, regulatory body (including without limitation any relevant securities exchange) or court of competent jurisdiction or otherwise pursuant to any statutory or regulatory obligation.
6. The Agreement shall remain in effect for so long as you access the Holdings Information from FTI. FTI may terminate this Agreement immediately if this Agreement conflicts with any laws, rules or relevant regulatory interpretations. Upon termination, you shall continue to take reasonable measures to prevent the disclosure or dissemination of the Holdings Information. You acknowledge that the Holdings Information may be utilized for damaging purposes, such as duplicating FTI’s proprietary investment and trading strategies, techniques and methodologies. As a result, your nondisclosure obligations and the prohibition on your dissemination of the Holdings Information to any third party shall survive this Agreement’s termination. To the extent of any conflict between this Agreement and any other agreement between you and FTI, then this Agreement shall be deemed to constitute an amendment to such other agreement.
7. This Agreement may not be assigned by you, and you may not delegate its duties hereunder, without the prior written consent of FTI. All of the terms and provisions contained herein shall inure to the benefit of and shall be binding upon the parties hereto and their respective heirs, successors and assigns. Nothing contained in this Agreement shall be construed as creating any obligation or any expectation on the part of either party to enter into a business relationship with the other party, or an obligation to refrain from entering into a business relationship with any third party.
8. Nothing contained in this Agreement shall be construed as creating a joint venture, partnership or employment relationship between the parties, it being understood that the parties are independent contractors vis-à-vis one another. Except as specified herein, no party shall have the right, power or implied authority to create any obligation or duty, express or implied, on behalf of any other party hereto.
9. YOU SHALL INDEMNIFY AND HOLD ANY AND ALL FTI PERSONS HARMLESS AGAINST ANY AND ALL COSTS, EXPENSES, LOSSES, LIABILITIES, OBLIGATIONS, DAMAGES, PENALTIES TO WHICH ANY SUCH PARTY MAY BECOME SUBJECT INCLUDING REASONABLE LEGAL AND OTHER SUCH PROFESSIONAL FEES INCURRED IN INVESTIGATING AND DEFENDING OR APPEALING PENDING OR THREATENNED CLAIMS, ACTIONS, SUITS, PROCEEDINGS, ARBITRATIONS, AMOUNTS PAID IN SETTLEMENT THEREOF (COLLECTIVELY “EXPENSES”) DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO ANY BREACH OF THIS AGREEMENT SAVE WHERE SUCH EXPENSES RESULTED DIRECTLY FROM OUR GROSS NEGLIGENCE, FRAUD OR WILFUL MISCONDUCT.

The Agreement: (i) may be modified or supplemented by FTI at anytime upon reasonable notice to You; (ii) shall be binding upon and inure to the benefit of the successors and assigns of FTI and You; and (iii) shall be governed and construed in accordance with the laws of the Grand Duchy of Luxembourg.