Electronic Services Shareholder Agreement

 

Purpose of Agreement

The Electronic Services Shareholder Agreement (the “Agreement”) is designed by Franklin Templeton Investment Management Limited, Spanish branch (“Franklin Templeton”) to provide an online access for Franklin Templeton Shareholders and to use information, products and Services available through the Spanish Franklin Templeton Web Site (the “Site”). Only Shareholders who agree to the terms of this Agreement (referred to from now on as “You”) will be able to conduct business with Franklin Templeton using the Site.

Nothing in this Agreement should be construed as a solicitation or recommendation to buy or sell any products of Franklin Resources, Inc. and its associated subsidiaries and affiliates (“Franklin Templeton Products”).

Your consent to the terms of this Agreement
If You agree to the content of this Agreement, You should click on the “Accept” button at the end of this Agreement to acknowledge Your consent and intention to be bound by these terms. By clicking on the “Accept” button, completing the registration process, obtaining a password, and using the Site, You indicate that You understand and intend this Agreement to be the legal equivalent of a signed, written contract, You will be bound by all the terms and conditions of this Agreement, and that You will use the Site in a manner consistent with applicable laws and regulations and in accordance with the terms in this Agreement, as the same may be amended from time to time.
Accessing Your account information on our Site means sending and receiving personal financial information over the internet. You are also authorising Franklin Templeton to act on instructions received by computer (including instructions received from commercial online services like AOL, T-Online, and the internet) for any permitted actions related to Your account access (including account maintenance actions) through this  Site. All actions permitted in relation to access to Your account are subject to the terms, restrictions and policies contained in the prospectus for Your fund (as registered at any time in your jurisdiction) and Your account application.

What this Agreement allows You to do
Franklin Templeton may make available services that allow You to look up details through the Site of the shares in Franklin Templeton Products held by You (“Services”).

Franklin Templeton may, at any time and for any reason, remove particular products from the list of Franklin Templeton Products and may vary or remove the Services which we make available to You under this Agreement.

Term of this Agreement and Termination
This Agreement may be terminated by Franklin Templeton or by You at any time by written notice or email to the other party. This Agreement will terminate automatically when Your account is closed or when You or Franklin Templeton fail to comply with the terms of this Agreement. Franklin Templeton reserves the right, without liability, at any time, to change any of the Services offered on this Site or to deny or restrict Your access and to terminate this Agreement. Franklin Templeton reserves the right to deny access to the Services if You fail to type the correct user ID and/or password three consecutive times. You may then be required to complete the registration process again for online access.

Your responsibilities under this Agreement
You shall be the only authorized user of the Services offered under this Agreement. You agree to keep confidential the data, information, or Services provided under this Agreement. You shall be responsible for the confidentiality and use of Your passwords and other security data, methods and devices. You will be solely responsible for the use of any data, information, or Services obtained, using Your user IDs and passwords. Any instructions communicated to Franklin Templeton through these means will be deemed to have been sent and authorized by You and shall be deemed to have been made at the time received by Franklin Templeton and in the form received except for instructions which have been erroneously generated, repeated, changed or otherwise affected by Franklin Templeton’s systems or otherwise under circumstances controlled by Franklin Templeton. You will notify Franklin Templeton immediately if You

·         receive a written acknowledgement after Your initial registration, change of user ID or performance of certain account maintenance actions and this acknowledgement does not match Your records;

·         become aware of any loss or theft of a user ID, passwords or any other security codes;

·         become aware of any unauthorized use of a user ID, password or any other security code;

·         fail to receive an accurate confirmation of a transaction within five working days of instructing a subscription or redemption order placed according to the procedure established in the prospectus of Your fund (as registered at any time in your jurisdiction);

·         receive confirmation of a subscription or redemption order that was not placed by You or on Your behalf, or any similarly inaccurate or conflicting report or information

 

Franklin Templeton and other third party Information
Certain information including last sale transaction data and other financial market data, third-party research and analysts' reports, opinions, price charts, news reports, and other information relating to Franklin Templeton Products or other products and securities in the market, may be made available from outside data sources. This information has been obtained through sources believed reliable but Franklin Templeton makes no representation with respect to, nor does it guarantee or endorse the accuracy, completeness, reliability or availability of, such information.

No advice
You agree and acknowledge that any information You receive pursuant to this Agreement is not intended to constitute investment, tax or legal advice. Reliance on content or information obtained from or through the Site is at Your sole risk.

Contractual Liability

Franklin Templeton shall only be liable for those damages caused directly by any acts or omissions of Franklin Templeton.  In no case shall Franklin Templeton be liable to you for any damages caused by acts or omissions by third parties.

 

In no event shall Franklin Templeton be liable to You for any loss or damages caused by force majeure, riot, war or natural events due to other occurrences for which Franklin Templeton is not responsible (e.g. strike, lock-out, administrative acts or domestic or foreign authorities).


Security of the Internet
You acknowledge that data, including e-mail, electronic communications and personal financial data, may be accessed by unauthorised third parties when communicated between You and Franklin Templeton using the internet, other network communications facilities, telephone or any other electronic means. Franklin Templeton is not responsible for the security of information transmitted via the internet, the accuracy of the information contained on the Site, or for the consequences of any reliance on such information.

Data Protection
Franklin Templeton might collect and store information gathered from Your online session. Franklin Templeton is entitled by You to share this information with and transmit to any affiliated company registered inside the European Community or in the
United States of America. Franklin Templeton will use this data only for advice by dealers or for promotional services, to improve Your Web experience and to evaluate the site’s Services and features. You may revoke this consent to any collection, storage and transmission of data at any time with effect from Your revocation.

Changes to this Agreement
Any amendments of this Agreement will be notified to You upon giving not less than one month’s notice prior to any amendment. They shall be deemed to have been approved unless You object in writing within one month from the notification of the amendments. You may terminate this Agreement immediately in accordance with the ‘Term of this Agreement and Termination’ provisions should you not accept the amendments.  You might also agree explicitly, which includes click to accept approval

Governing Law
This Agreement shall be governed by and construed in accordance with Spanish law.

Miscellaneous
Should any provision in this Agreement become wholly or partially ineffective, this shall not affect the validity of the remaining provisions of the Agreement. In place of the ineffective provision an appropriate regulation shall apply which – as far as it is legally possible – most closely reflects the intention of the parties concluding this Agreement.