This Terms of Use Agreement (“the “Agreement”) was last amended as of November 1, 2016.

To participate in the Franklin Templeton Investments 529 College Gifting Program (the “Program”), please review and accept this Agreement.

This Agreement is a binding contract between you and Franklin Templeton Investments and governs your access to and use of the Program. If you do not agree with the terms and conditions of the Agreement, you are not granted permission to access or otherwise participate in the Program. By using the information, tools, features, and functionality of the Program, you agree to be bound by this Agreement.

This Agreement is in addition to any other agreements between you and us, including any other agreements that govern your use of Franklin Templeton’s or any third party’s (companies not affiliated with us) products, services, content, tools, and information available through franklinspryng.com, spryng529.com and sprynggift.com (the “Site”).

Your use of the Program is governed by the version of the Agreement in effect on the date the Program is accessed by you. We reserve the right to change the Program and the Agreement at any time, without notice. If you use the Program after the amended Agreement has been posted, you will be deemed to have agreed to the Agreement, as amended.

The Program is intended for residents of the United States only. Nothing on the Site shall be considered a solicitation to buy or an offer to sell, or a recommendation for, a security, or any other product or service, to any person in any jurisdiction where such solicitation, offer, recommendation, purchase or sale would be unlawful under the laws of that jurisdiction.

Overview of the Program.

The Program allows users (“Users”) to create an online profile of their NJBEST 529 College Savings Account or Franklin Templeton 529 College Savings Account (“529 Account”) designated beneficiary and to share that information and/or a hyperlink to it with their family, friends, and invitees for the purposes of receiving contributions to their 529 Account. The Service is hosted in the United States and available only to United States residents at least 18 years or older.

Program Sponsor.

The Program is provided as a service by Franklin Templeton Distributors, Inc. and/or its affiliates that are the Franklin Templeton Investments corporate group of companies (collectively, “FTI” or “we” or “us”)--it is not provided by the Franklin Templeton mutual funds (“Fund(s)”).

Franklin Resources, Inc. [NYSE: BEN] is a global investment organization operating as Franklin Templeton Investments. Through various Franklin Templeton entities, Franklin Templeton Investments provides global and U.S. investment, shareholder and distribution services to the Franklin, Templeton and Mutual Series Funds and institutional accounts, as well as separate account management services. Franklin Templeton Distributors, Inc. also serves as the program manager for the NJBEST and Franklin Templeton 529 college savings plans sponsored by the New Jersey Higher Education Student Assistance Authority (“HESAA”).

Access Methods.

The Program is accessible through the Site as determined by FTI. You must obtain, at your own expense, the necessary hardware and software to access the Program. Please check the online Frequently Asked Questions (“FAQs”) Section available on the Site for more information regarding the Program, including the operation and features of the Program. You should review the FAQs prior to using the Program.

Password Security and Notification.

To use the Program, you must log into your 529 Account using your username and password. You authorize us to follow any instructions that you have entered through the Program using your username and password. Since your username and password can be used to access your 529 Account and other FTI accounts (together, “FTI Accounts”), you should treat this information with the same degree of care and secrecy that you use to protect your other personal identification numbers and personal financial information. As an authorized User of the Program, you accept full responsibility for the monitoring of your account, including frequently checking your account information, reviewing your transaction history online, and promptly reviewing any correspondence, account statements, and confirmations received from FTI.

You agree not to give your username or password, or make them available, to any person not authorized to access your FTI Accounts or information accessible through the Program. No FTI employee will ever ask you for your password. If you believe your username or password has been lost or stolen or may have been used without your permission in connection with the Program, you agree to notify FTI immediately by calling (866) 362-1597. You agree to cooperate with FTI in any investigation and agree to take corrective measures to protect your FTI Accounts from further fraudulent activity.

Participation in the Program.

Your participation in and access to the Program is strictly at the discretion of FTI and may be revoked or restricted at any time without cause and without notice. By participating in the Program, you represent and warrant that:

(i) all registration information you submit is accurate and truthful, and you will maintain the accuracy of any information you submit to the Program;

(ii) you are at least 18 years or older and of legal age to form a binding Agreement with FTI;

(iii) your use of the Program does not violate any applicable law or regulation;

(iv) you will not use behavior that does not support a safe and comfortable environment for all users or engage in any proselytizing or commercial activity;

(v) you will not use language that violates or infringes in any way on the rights of others, which is threatening, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, pornographic, indecent, suggests or encourages conduct which is a state or federal offense or gives rise to civil liability or otherwise violates any state or federal law, or otherwise objectionable;

(vi) you will not upload, post, transmit, distribute, or otherwise publish through the Program any materials that (a) restrict or inhibit any other user from using the Program, (b) contain a virus, spyware, Trojan horses, malicious codes, or other harmful or destructive content, (c) violate any United States laws or violate or infringe any rights of third parties, including copyright, trademark, rights or privacy or publicity, or any other proprietary right, (d) are not appropriate or pertinent to the purposes of the Program or are libelous, defamatory, or offensive, (e) solicit personal information from anyone or exploit anyone, including but not limited to anyone under 18 years of age, (f) violate any federal or state law concerning child pornography or intended to protect minors, or (g) contain any non-public or “inside” information or information in any attempt or scheme to manipulate the securities or trading markets;

(vii) you will abide by the copyrights, trademarks, another other intellectual property and proprietary rights of FTI, and nothing on this Site should be construed as granting any license or right to use any of the FTI Trademarks or other trademarks displayed on this Site without the prior written permission in each instance of FTI;

(viii) unless the designated beneficiary is over age 21, you are the parent or legal guardian of the designated beneficiary for whom the 529 Account information is being provided in connection with the Program or have received consent from the parent or legal guardian of the designated beneficiary for whom the 529 Account information is being provided in connection with the Program to use the 529 Account and the associated information of the 529 Account of such designated beneficiary;

(ix) if the designated beneficiary is over age 21, you are the designated beneficiary for whom the 529 Account information is being provided in connection with the Program or have received consent from the designated beneficiary for whom the 529 Account information is being provided in connection with the Program to use the 529 Account and the associated information of the 529 Account of such designated beneficiary;

(x) you will not advertise or offer to sell any goods or services, or promote any surveys, contests, sweepstakes, chain letters, mass mailings, or political campaigning;

(xi) you will not make any untrue, deceptive, or inflammatory statements about FTI entities, strategies, products, practices, or services;

(xii) you will not engage in harassing, bullying, intimidation, or other similar activity;

(xiii) you will not discuss or predict any current or future performance with respect to individual securities, including with respect to any securities currently held by you, nor will you discuss your intentions to purchase or sell a particular security or provide positive or negative statements about an individual security;

(xiv) you acknowledge that FTI reserves the right to return or reject for any reason any gift to a designated 529 Account, together with any applicable earnings, and that under such circumstances, the User may be subject to income tax and a federal penalty tax on any applicable earnings;

(xv) you acknowledge that (a) we only take directions relating to a 529 Account, including but not limited to directions as to the investment of contributions and the making of distributions (including a distribution from a designated 529 Account to return a gift to a third party contributor to the 529 Account), from the User, (b) that we will send any distribution from the designated 529 Account to the address indicated by the User, and (c) that the User may be subject to income tax and a federal penalty tax on the earnings portion of any distribution from a designated 529 Account that is not used for qualified higher education expenses of the designated beneficiary, each as defined under Section 529 of the Internal Revenue Code;

(xvi) you acknowledge that FTI does not endorse the information submitted through the Service;

(xvii) you acknowledge and agree that if you have a financial advisor of record on your 529 Account, FTI may provide your financial advisor a hyperlink to any 529 gifting profile you create.

Business Days/Hours of Operation.

Business days are Monday through Friday, excluding New York Stock Exchange (NYSE) holidays (“Business Days”). With the exception of periodic maintenance, the Program is available 24 hours a day, 7 days a week. Although a contribution may be made anytime, the contributions will be processed only on Business Days.

Contributions.

Contributions received by 4:00 p.m. Eastern Time (“ET”) on a Business Day will be posted to the User’s designated 529 Account on the next Business Day. Users will receive notification of a contribution to their 529 Account by an electronic notification displayed on their dashboard profile page on the Service and by a confirmation statement sent to the User’s address of record. Users can review contributions to their designated 529 Account made through the Service as well as other related 529 Account information on their dashboard profile page.

Disclosure of Information to Third Parties.

We will not disclose information about you or your 529 Account or your use of the Program to any person, organization, or agency except: (a) where it is necessary to complete a transaction, (b) to authenticate your identity by a credit bureau or agency, (c) to comply with a government agency or court order, or (d) for any other purpose in accordance with FTI’s privacy policy.

Additional Fees.

There are no additional costs to use the Spryng tool. Standard program fees, expenses and charges as described in the Investor Handbook will apply. There are no fees or costs associated with using the Spryng™ Gifting Tool.

Copyright, Trademark and other Intellectual Property Rights

You acknowledge that the Program content is protected by applicable copyrights, trademarks, trade secrets, patents, proprietary rights and other intellectual property laws, and that these worldwide rights are valid and protected in all forms, media, and technologies existing now or developed in the future. Accordingly, you may not copy, distribute, modify, post or frame-in the Program or Site content, including any text, graphics, video, audio, software code, user interface design or logos, except as explicitly authorized below or by us in writing.

Trademarks and Copyrights. Our trademarks are listed in Franklin Templeton Trademarks List. Other company product and service names and logos used and displayed on this Site may be trademarks or service marks owned by others. Nothing on this Site should be construed as granting any license or right to use any of the FTI Trademarks or other trademarks displayed on this Site without the prior written permission in each instance of FTI and/or the owner(s) of such other trademarks. All goodwill generated from the use of the FTI Trademarks on any website will inure to our benefit.

The Program also contains text, software, graphics, images, and other material protected by copyrights or other proprietary rights and laws (collectively, the "Proprietary Material"), owned by FTI or its licensors. Any use of such Proprietary Material other than as permitted herein is expressly prohibited without the prior permission of FTI and/or the relevant rights holder in writing.

Copyright Policy and Claims Procedure. We reserve the right to remove from the Program or our Site, any content that is alleged to infringe someone's copyright. If you reasonably believe that your copyrighted work is accessible on this Site in a way that constitutes copyright infringement, please follow our Claims Procedure.

Disclaimers.

DISCLAIMER OF WARRANTIES. YOU ACKNOWLEDGE AND AGREE THAT THIS SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. NONE OF FTI, ITS AFFILIATES, HESAA OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS (COLLECTIVELY, THE “FTI/HESAA PARTIES”) GUARANTEES THE TIMELINESS, ACCURACY, RELIABILITY, COMPLETENESS, OR USEFULNESS OF ANY OF THE PROGRAM. NONE OF FTI/HESAA PARTIES WARRANT THAT THIS PROGRAM OR DOWNLOADS WILL MEET YOUR NEEDS OR EXPECTATIONS, OR BE UNINTERRUPTED, SECURE OR ERROR FREE OR THAT THE PROGRAM, THIS SITE, ITS SERVER OR ANY FILES AVAILABLE FOR DOWNLOADING THROUGH THIS SITE ARE FREE OF COMPUTER VIRUSES OR OTHER HARMFUL ELEMENTS. THE FTI/HESAA PARTIES HAVE NO RESPONSIBILITY FOR VIRUSES OR ANY OTHER DAMAGE THAT MAY BE CAUSED TO YOU AS A RESULT OF USING THE PROGRAM OR THIS SITE. PERIODS OF VOLATILE OR UNUSUAL MARKET ACTIVITY, IN PARTICULAR, MAY AFFECT SYSTEMS AVAILABILITY OR RESPONSE TIME.

YOU EXPRESSLY AGREE THAT THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE PROGRAM AND THIS SITE AND THE TIMELINESS, USEFULNESS, ACCURACY OR COMPLETENESS OF THE PROGRAM AND THE SITE IS ASSUMED SOLELY BY YOU. ALL OF THE FTI/HESAA PARTIES HEREBY SPECIFICALLY DISCLAIM ANY REPRESENTATIONS, ENDORSEMENTS, GUARANTEES, OR WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE PROGRAM OR THIS SITE, INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, ALL OF THE FTI/HESAA PARTIES DISCLAIM ANY WARRANTIES WITH RESPECT TO ANY RESULTS THAT MAY BE OBTAINED FROM THE USE OF THIS SITE.

You are responsible for your connectivity. You agree that you are responsible for the means you use to access the Program and the Site and understand that your hardware, software, the internet, your internet service provider, and other third parties involved in connecting you to our Site may not perform as intended or desired.

Not responsible for third party damages. The FTI/HESAA Parties also disclaim responsibility for damages third parties may cause to you through the use of this Program or the Site, whether intentional or unintentional. For example, you understand that hackers could breach our security procedures, and that the FTI/HESAA Parties will not be responsible for any related damages.

No reliance on Data. Reasonable precautions have been taken to ensure that Program and Site content are complete and accurate. However, due to the nature of information delivery technology and the necessity of using multiple data sources, we are unable to assure the accuracy of the data you access through the Program and this Site. Site content is presented only as of the date published or indicated and may be superseded by subsequent market events or other reasons. The FTI/HESAA Parties have no duty to update this Site or any Program content. WE SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES ARISING FROM ANY ACTIONS OR INVESTMENT DECISIONS TAKEN BY YOU BASED ON THE ACCURACY OF THE DATA PRESENTED THROUGH THIS SITE.

Limitation of Liability

YOUR SOLE REMEDY FOR DISSATISFACTION WITH YOUR USE OF THE PROGRAM OR OUR SITE IS TO STOP USING THE PROGRAM AND THE SITE. YOU AGREE THAT UNDER NO CIRCUMSTANCES WILL THE FTI/HESAA PARTIES BE LIABLE FOR ANY DAMAGES, WHETHER DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES (COLLECTIVELY, THE “EXCLUDED DAMAGES”), ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF OR INABILITY TO USE THE PROGRAM OR THIS SITE, INCLUDING BUT NOT LIMITED TO: LOSS OF REVENUE, TRADING LOSSES, ANTICIPATED PROFITS, BUSINESS, SAVINGS, GOODWILL OR DATA; ANY FAILURE OF PERFORMANCE, DENIAL OF SERVICE, ATTACK, INTERRUPTION, DEFECT, OPERATOR ERRORS, INCONVENIENCE OR DELAY IN OPERATION OR TRANSMISSION OR COMPUTER VIRUS; FAILURE OF ELECTRONIC OR MECHANICAL EQUIPMENT OR COMMUNICATIONS LINES (INCLUDING TELEPHONE, CABLE AND INTERNET); SEVERE OR EXTRADODINARY WEATHER (INCLUDING FLOOD, EARTHQUAKE, OR OTHER ACT OF GOD); FIRE, WAR, INSURRECTION, TERRORIST ACT, RIOT, LABOR DISPUTE AND OTHER LABOR PROBLEMS, ACCIDENT, EMERGENCY OR ACTION OF GOVERNMENT; OR THIRD PARTY THEFT OF, DESTRUCTION OF, UNAUTHORIZED ACCESS TO, ALTERATION OR USE OF YOUR INFORMATION, EQUIPMENT OR PROPERTY, EVEN IF THE FTI PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF OR COULD HAVE FORESEEN THE EXCLUDED DAMAGES. FURTHER, THE FTI/HESAA PARTIES WILL NOT BE RESPONSIBLE FOR ANY FAILURE TO COMPLY, BY YOU OR ANY THIRD PARTY, WITH THESE TERMS OR WITH APPLICABLE FEDERAL, STATE AND LOCAL LAWS.

THESE LIMITATIONS OF LIABILITY WILL APPLY REGARDLESS OF: (I) ANY NEGLIGENCE OR GROSS NEGLIGENCE OF ANY FTI/HESAA PARTY OR (II) WHETHER THE LIABILITY SOUNDS IN NEGLIGENCE, STRICT LIABILITY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER THEORY OF LEGAL LIABILITY; AND WILL REMAIN IN EFFECT EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

NO FTI/HESAA PARTY SHALL BE LIABLE EVEN IF IT OR ANY OTHER FTI/HESAA PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE INCLUDE BUT ARE NOT LIMITED TO DAMAGES OR INJURY CAUSED BY ERROR, OMISSION, INTERRUPTION, DEFECT, FAILURE OF PERFORMANCE, DELAY IN OPERATION OR TRANSMISSION, LINE FAILURE OR COMPUTER VIRUS, WORM, TROJAN HORSE OR OTHER HARMFUL SOFTWARE, CODE OR COMPONENT. THE PROGRAM IS NOT INTENDED TO PROVIDE LEGAL, TAX, INVESTMENT, OR INSURANCE ADVICE. NOTHING ON THE PROGRAM SHOULD BE CONSTRUED AS AN OFFER TO SELL, A SOLICITATION OF AN OFFER TO BUY, OR A RECOMMENDATION FOR ANY SECURITY BY ANY FTI/HESAA PARTY OR ANY THIRD PARTY. CERTAIN INFORMATION ON THE PROGRAM MAY PROVIDE GENERAL INVESTMENT EDUCATION, BUT YOU AR SOLELY RESPONSBILE FOR DETERMINING WHETHER ANY INVESTMENT, INVESTMENT STRATEGY, SECURITY, OR RELATED TRANSACTION IS APPROPRIATE FOR YOU BASED ON YOUR PERSONAL INVESTMENT OBJECTIVES, FINANCIAL CIRCUMSTANCES, AND RISK TOLERANCE. YOU SHOULD CONSULT A LEGAL OR TAX PROFESSIONAL REGARDING YOUR SPECIFIC SITUATION. YOU HEREBY RELEASE FTI FROM ANY AND ALL LIABILITY THAT MAY ARISE IN CONNECTION WITH YOUR USE OF THE PROGRAM AND AGREE TO DEFEND, INDEMNIFY, AND HOLD EACH FTI/HESAA PARTY AND THEIR RESPECTIVE SERVICE PROVIDERS HARMLESS FROM ANY AND ALL CLAIMS, DEMANDS, AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE MADE BY ANY THIRD PARTY AGAINST A FTI/HESAA PARTY DUE TO OR ARISING OUT OF YOUR PARTICIPATION IN THE PROGRAM AND/OR ANY BREACH BY YOU OF THIS AGREEMENT. IN ADDITION, YOU AGREE TO INDEMNIFY AND HOLD EACH FTI/HESAA PARTY AND THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, SUBSIDIARIES, JOINT VENTURES, EMPLOYEES, AND THIRD-PARTY SERVICE PROVIDERS HARMLESS FROM ALL CLAIMS, DEMANDS, AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, INCLUDING REASONABLE ATTORNEY’S FEES, ARISING OUT OF A BREACH OF YOUR RPRESENTATIONS AND WARRANTIES SET FORTH ABOVE, OR YOUR VIOLATION OF ANY LAW OR THE RIGHTS OF A THIRD PARTY.

SOME STATES DO NOT ALLOW THE LIMITATION OF LIABILITY OR EXCLUSION OF WARRANTIES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU. IN THOSE STATES, THE FTI/HESAA PARTIES’ LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW. IN NO EVENT SHALL THE FTI/HESAA PARTIES’ AGGREGATE LIABILITY TO YOU EXCEED ONE HUNDRED DOLLARS ($100).

Indemnification.

As a condition of your use of the Program, you agree to make the FTI/HESAA Parties and their third party providers whole for any and all claims, losses, liabilities and expenses (including but not limited to attorneys’ fees) arising from any use of the Program or your violation of this Agreement.

Governing Law, Forum, Severability, and Miscellaneous.

Failure by FTI to enforce any provision(s) of this Agreement shall not be construed as a waiver of any provision or right. The Program is controlled and operated by FTI from its offices within California in the United States of America. The laws of the State of California govern these Terms. If you take legal action relating to this Agreement, you agree to file such action only in the state courts of the City and County of San Mateo, California, or the United States District Court for the Northern District of California, and you consent and submit to the personal jurisdiction of those courts for the purposes of litigating any such action.

If any provision of this Agreement is deemed unlawful, void, or for any reason unenforceable, the remaining provisions shall be enforced to the fullest extent possible, and the remaining provisions shall remain in full force and effect.

You shall comply with all laws, rules and regulations by any governmental authority or agency which govern or apply to the operation and use of the Program. Without limiting the foregoing, you agree to comply with such restrictions and not to export or re-export any of the Program content to countries or persons prohibited under the export control laws of the United States. This Agreement inures to the benefit of the FTI/HESAA Parties and their respective successors and assigns. You may not assign the Agreement. No waiver shall be effective unless in writing. All rights not expressly granted herein are reserved by FTI.

Termination.

You acknowledge and agree that FTI may restrict, suspend or terminate the Agreement or your access to, and use, of the all or any part of Program, including any links to third-party sites, at any time, with or without cause, including but not limited to any breach of the Agreement, in FTI’s absolute discretion and without prior notice or liability. The relevant version of the Agreement shall continue to apply to all prior use of the Program. The following paragraphs of this Agreement shall survive termination of your use or access to the Program: paragraphs concerning Indemnification, Disclaimers, Limitations of Liability, and Termination, and any other provision that by its terms survives termination of your use of or access to the Program.