EX-99.77Q1E 3 d466972dex9977q1e.txt EX-99.77Q1E SUB-ITEM 77Q(1)(E) MEMORANDUM OF AGREEMENT (EXPENSE LIMITATIONS) This Memorandum of Agreement is entered into as of the Effective Date on the attached exhibits (the "Exhibits"), between AIM Counselor Series Trust (Invesco Counselor Series Trust), AIM Equity Funds (Invesco Equity Funds), AIM Funds Group (Invesco Funds Group), AIM Growth Series (Invesco Growth Series), AIM International Mutual Funds (Invesco International Mutual Funds), AIM Investment Funds (Invesco Investment Funds), AIM Investment Securities Funds (Invesco Investment Securities Funds), AIM Sector Funds (Invesco Sector Funds), AIM Tax-Exempt Funds (Invesco Tax-Exempt Funds), AIM Variable Insurance Funds (Invesco Variable Insurance Funds), Invesco Municipal Income Opportunities Trust, Invesco Quality Municipal Income Trust, Invesco Securities Trust, Invesco Value Municipal Income Trust and Short-Term Investments Trust (each a "Trust" or, collectively, the "Trusts"), on behalf of the funds listed on the Exhibits to this Memorandum of Agreement (the "Funds"), and Invesco Advisers, Inc. ("Invesco"). Invesco shall and hereby agrees to waive fees or reimburse expenses of each Fund, on behalf of its respective classes as applicable, severally and not jointly, as indicated in the attached Exhibits. For and in consideration of the mutual terms and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Trusts and Invesco agree as follows: For the Contractual Limits (listed in Exhibits A - D), Invesco agrees until at least the expiration date set forth on the attached Exhibits A - D (the "Expiration Date") that Invesco will waive its fees or reimburse expenses to the extent that expenses of a class of a Fund (excluding (i) interest; (ii) taxes; (iii) dividend expense on short sales; (iv) extraordinary or non-routine items, including litigation expenses; and (v) expenses that each Fund has incurred but did not actually pay because of an expense offset arrangement, if applicable) exceed the rate, on an annualized basis, set forth on the Exhibits of the average daily net assets allocable to such class. Acquired fund fees and expenses are not fees or expenses incurred by a fund directly but are expenses of the investment companies in which a fund invests. These fees and expenses are incurred indirectly through the valuation of a fund's investment in these investment companies. Acquired fund fees and expenses are required to be disclosed and included in the total annual fund operating expenses in the prospectus fee table. As a result, the net total annual fund operating expenses shown in the prospectus fee table may exceed the expense limits reflected in Exhibits A - D. With regard to the Contractual Limits, the Board of Trustees of the Trust and Invesco may terminate or modify this Memorandum of Agreement prior to the Expiration Date only by mutual written consent. Invesco will not have any right to reimbursement of any amount so waived or reimbursed. For the Contractual Limits, Invesco agrees to review the then-current expense limitations for each class of each Fund listed on the Exhibits on a date prior to the Expiration Date to determine whether such limitations should be amended, continued or terminated. The expense limitations will expire upon the Expiration Date unless Invesco has agreed to continue them. The Exhibits will be amended to reflect any such agreement. For the Voluntary Limits (listed in Exhibits A - D), Invesco agrees that these are not contractual in nature and that Invesco may establish, amend and/or terminate such expense limitations at any time in its sole discretion. Any delay or failure by Invesco to update this Memorandum of Agreement with regards to the terminations, extensions, or expirations of the Voluntary Limits shall have no effect on the term of such Voluntary Limitations; the Voluntary Limitations are listed herein for informational purposes only. It is expressly agreed that the obligations of each Trust hereunder shall not be binding upon any of the Trustees, shareholders, nominees, officers, agents or employees of the Trusts personally, but shall only bind the assets and property of each Fund, as provided in each Trust's Agreement and Declaration of Trust. The execution and delivery of this Memorandum of Agreement have been authorized by the Trustees of the Trusts, and this Memorandum of Agreement has been executed and delivered by an authorized officer of the Trusts acting as such; neither such authorization by such Trustees nor such execution and delivery by such officer shall be deemed to have been made by any of them individually or to impose any liability on any of them personally, but shall bind only the assets and property of the Funds, as provided in each Trust's Agreement and Declaration of Trust. IN WITNESS WHEREOF, each of the Trusts and Invesco have entered into this Memorandum of Agreement as of the Effective Dates on the attached Exhibits. AIM COUNSELOR SERIES TRUST (INVESCO COUNSELOR SERIES TRUST) AIM EQUITY FUNDS (INVESCO EQUITY FUNDS) AIM FUNDS GROUP (INVESCO FUNDS GROUP) AIM GROWTH SERIES (INVESCO GROWTH SERIES) AIM INTERNATIONAL MUTUAL FUNDS (INVESCO INTERNATIONAL MUTUAL FUNDS) AIM INVESTMENT FUNDS (INVESCO INVESTMENT FUNDS) AIM INVESTMENT SECURITIES FUNDS (INVESCO INVESTMENT SECURITIES FUNDS) AIM SECTOR FUNDS (INVESCO SECTOR FUNDS) AIM TAX-EXEMPT FUNDS (INVESCO TAX-EXEMPT FUNDS) AIM VARIABLE INSURANCE FUNDS (INVESCO VARIABLE INSURANCE FUNDS) INVESCO MUNICIPAL INCOME OPPORTUNITIES TRUST INVESCO QUALITY MUNICIPAL INCOME TRUST INVESCO SECURITIES TRUST INVESCO VALUE MUNICIPAL INCOME TRUST SHORT-TERM INVESTMENTS TRUST on behalf of the Funds listed in the Exhibits to this Memorandum of Agreement By: /s/ John M. Zerr -------------------------- Title: Senior Vice President -------------------------- INVESCO ADVISERS, INC. By: /s/ John M. Zerr -------------------------- Title: Senior Vice President -------------------------- 2 as of April 30, 2014 EXHIBIT "A" - RETAIL FUNDS/1/ AIM COUNSELOR SERIES TRUST (INVESCO COUNSELOR SERIES TRUST)
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ------------------- ------------------ Invesco American Franchise Fund Class A Shares Contractual 2.00% July 1, 2013 June 30, 2014 Class B Shares Contractual 2.75% July 1, 2013 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2013 June 30, 2014 Class R Shares Contractual 2.25% July 1, 2013 June 30, 2014 Class R5 Shares Contractual 1.75% July 1, 2013 June 30, 2014 Class R6 Shares Contractual 1.75% July 1, 2013 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2013 June 30, 2014 Invesco California Tax-Free Income Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2014 Class B Shares Contractual 2.00% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.00% July 1, 2012 June 30, 2014 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2014 Invesco Core Plus Bond Fund Class A Shares Contractual 0.75% June 6, 2011 December 31, 2013 Class B Shares Contractual 1.50% June 6, 2011 December 31, 2013 Class C Shares Contractual 1.50% June 6, 2011 December 31, 2013 Class R Shares Contractual 1.00% June 6, 2011 December 31, 2013 Class R5 Shares Contractual 0.50% June 6, 2011 December 31, 2013 Class R6 Shares Contractual 0.50% September 24, 2012 December 31, 2013 Class Y Shares Contractual 0.50% June 6, 2011 December 31, 2013 Invesco Core Plus Bond Fund Class A Shares Contractual 0.84% January 1, 2014 December 31, 2014 Class B Shares Contractual 1.59% January 1, 2014 December 31, 2014 Class C Shares Contractual 1.59% January 1, 2014 December 31, 2014 Class R Shares Contractual 1.09% January 1, 2014 December 31, 2014 Class R5 Shares Contractual 0.59% January 1, 2014 December 31, 2014 Class R6 Shares Contractual 0.59% January 1, 2014 December 31, 2014 Class Y Shares Contractual 0.59% January 1, 2014 December 31, 2014 Invesco Equally-Weighted S&P 500 Fund Class A Shares Contractual 2.00% July 1, 2012 June 30, 2014 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class R Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2014 Invesco Equity and Income Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2014 Class B Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class R Shares Contractual 1.75% July 1, 2012 June 30, 2014 Class R5 Shares Contractual 1.25% July 1, 2012 June 30, 2014 Class R6 Shares Contractual 1.25% September 24, 2012 June 30, 2014 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2014 Invesco Floating Rate Fund Class A Shares Contractual 1.50% April 14, 2006 June 30, 2014 Class C Shares Contractual 2.00% April 14, 2006 June 30, 2014 Class R Shares Contractual 1.75% April 14, 2006 June 30, 2014 Class R5 Shares Contractual 1.25% April 14, 2006 June 30, 2014 Class R6 Shares Contractual 1.25% September 24, 2012 June 30, 2014 Class Y Shares Contractual 1.25% October 3, 2008 June 30, 2014
See page 16 for footnotes to Exhibit A. 3 as of April 30, 2014
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ------------------- --------------- Invesco Global Real Estate Income Fund Class A Shares Contractual 2.00% July 1, 2009 June 30, 2014 Class B Shares Contractual 2.75% July 1, 2009 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2009 June 30, 2014 Class R5 Shares Contractual 1.75% July 1, 2009 June 30, 2014 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2009 June 30, 2014 Invesco Growth and Income Fund Class A Shares Contractual 2.00% July 1, 2012 June 30, 2014 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class R Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class R5 Shares Contractual 1.75% July 1, 2012 June 30, 2014 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2014 Invesco Low Volatility Equity Yield Fund Class A Shares Contractual 2.00% July 1, 2012 June 30, 2014 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class R Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class R5 Shares Contractual 1.75% July 1, 2012 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2014 Investor Class Shares Contractual 2.00% July 1, 2012 June 30, 2014 Invesco Pennsylvania Tax Free Income Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2014 Class B Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2014 Invesco S&P 500 Index Fund Class A Shares Contractual 2.00% July 1, 2012 June 30, 2014 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2014 Invesco Small Cap Discovery Fund Class A Shares Contractual 2.00% July 1, 2012 June 30, 2014 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class R5 Shares Contractual 1.75% September 24, 2012 June 30, 2014 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2014 Invesco Strategic Real Return Fund Class A Shares Contractual 0.78% April 30, 2014 April 30, 2015 Class C Shares Contractual 1.53% April 30, 2014 April 30, 2015 Class R Shares Contractual 1.03% April 30, 2014 April 30, 2015 Class R5 Shares Contractual 0.53% April 30, 2014 April 30, 2015 Class R6 Shares Contractual 0.53% April 30, 2014 April 30, 2015 Class Y Shares Contractual 0.53% April 30, 2014 April 30, 2015
See page 16 for footnotes to Exhibit A. 4 as of April 30, 2014 AIM EQUITY FUNDS (INVESCO EQUITY FUNDS)
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ------------------- -------------- Invesco Charter Fund Class A Shares Contractual 2.00% July 1, 2009 June 30, 2014 Class B Shares Contractual 2.75% July 1, 2009 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2009 June 30, 2014 Class R Shares Contractual 2.25% July 1, 2009 June 30, 2014 Class R5 Shares Contractual 1.75% July 1, 2009 June 30, 2014 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2014 Class S Shares Contractual 1.90% September 25, 2009 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2009 June 30, 2014 Invesco Diversified Dividend Fund Class A Shares Contractual 2.00% July 1, 2013 June 30, 2014 Class B Shares Contractual 2.75% July 1, 2013 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2013 June 30, 2014 Class R Shares Contractual 2.25% July 1, 2013 June 30, 2014 Class R5 Shares Contractual 1.75% July 1, 2013 June 30, 2014 Class R6 Shares Contractual 1.75% July 1, 2013 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2013 June 30, 2014 Investor Class Shares Contractual 2.00% July 1, 2013 June 30, 2014 Invesco Summit Fund Class A Shares Contractual 2.00% July 1, 2009 June 30, 2014 Class B Shares Contractual 2.75% July 1, 2009 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2009 June 30, 2014 Class P Shares Contractual 1.85% July 1, 2009 June 30, 2014 Class R5 Shares Contractual 1.75% July 1, 2009 June 30, 2014 Class S Shares Contractual 1.90% September 25, 2009 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2009 June 30, 2014
AIM FUNDS GROUP (INVESCO FUNDS GROUP)
CONTRACTUAL/ EFFECTIVE DATE OF FUND VOLUNTARY EXPENSE LIMITATION CURRENT LIMIT EXPIRATION DATE ---- ------------ ------------------ ------------------- --------------- Invesco European Small Company Fund Class A Shares Contractual 2.25% July 1, 2009 June 30, 2014 Class B Shares Contractual 3.00% July 1, 2009 June 30, 2014 Class C Shares Contractual 3.00% July 1, 2009 June 30, 2014 Class Y Shares Contractual 2.00% July 1, 2009 June 30, 2014 Invesco Global Core Equity Fund Class A Shares Contractual 2.25% July 1, 2013 June 30, 2014 Class B Shares Contractual 3.00% July 1, 2013 June 30, 2014 Class C Shares Contractual 3.00% July 1, 2013 June 30, 2014 Class R Shares Contractual 2.50% July 1, 2013 June 30, 2014 Class R5 Shares Contractual 2.00% July 1, 2013 June 30, 2014 Class Y Shares Contractual 2.00% July 1, 2013 June 30, 2014 Invesco International Small Company Fund Class A Shares Contractual 2.25% July 1, 2009 June 30, 2014 Class B Shares Contractual 3.00% July 1, 2009 June 30, 2014 Class C Shares Contractual 3.00% July 1, 2009 June 30, 2014 Class R5 Shares Contractual 2.00% July 1, 2009 June 30, 2014 Class R6 Shares Contractual 2.00% September 24, 2012 June 30, 2014 Class Y Shares Contractual 2.00% July 1, 2009 June 30, 2014
See page 16 for footnotes to Exhibit A. 5 as of April 30, 2014
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ------------------- ------------------ Invesco Small Cap Equity Fund Class A Shares Contractual 2.00% July 1, 2009 June 30, 2014 Class B Shares Contractual 2.75% July 1, 2009 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2009 June 30, 2014 Class R Shares Contractual 2.25% July 1, 2009 June 30, 2014 Class R5 Shares Contractual 1.75% July 1, 2009 June 30, 2014 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2009 June 30, 2014 AIM GROWTH SERIES (INVESCO GROWTH SERIES) CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ------------------- ------------------ Invesco Alternative Strategies Fund Class A Shares Contractual 0.82% December 17, 2013 December 31, 2015 Class C Shares Contractual 1.57% December 17, 2013 December 31, 2015 Class R Shares Contractual 1.07% December 17, 2013 December 31, 2015 Class R5 Shares Contractual 0.57% December 17, 2013 December 31, 2015 Class R6 Shares Contractual 0.57% December 17, 2013 December 31, 2015 Class Y Shares Contractual 0.57% December 17, 2013 December 31, 2015 Invesco Balanced-Risk Retirement 2020 Fund Class A Shares Contractual 0.25% November 4, 2009 April 30, 2015 Class AX Shares Contractual 0.25% February 12, 2010 April 30, 2015 Class B Shares Contractual 1.00% November 4, 2009 April 30, 2015 Class C Shares Contractual 1.00% November 4, 2009 April 30, 2015 Class CX Shares Contractual 1.00% February 12, 2010 April 30, 2015 Class R Shares Contractual 0.50% November 4, 2009 April 30, 2015 Class R5 Shares Contractual 0.00% November 4, 2009 April 30, 2015 Class R6 Shares Contractual 0.00% September 24, 2012 April 30, 2015 Class RX Shares Contractual 0.50% February 12, 2010 April 30, 2015 Class Y Shares Contractual 0.00% November 4, 2009 April 30, 2015 Invesco Balanced-Risk Retirement 2030 Fund Class A Shares Contractual 0.25% November 4, 2009 April 30, 2015 Class AX Shares Contractual 0.25% February 12, 2010 April 30, 2015 Class B Shares Contractual 1.00% November 4, 2009 April 30, 2015 Class C Shares Contractual 1.00% November 4, 2009 April 30, 2015 Class CX Shares Contractual 1.00% February 12, 2010 April 30, 2015 Class R Shares Contractual 0.50% November 4, 2009 April 30, 2015 Class R5 Shares Contractual 0.00% November 4, 2009 April 30, 2015 Class R6 Shares Contractual 0.00% September 24, 2012 April 30, 2015 Class RX Shares Contractual 0.50% February 12, 2010 April 30, 2015 Class Y Shares Contractual 0.00% November 4, 2009 April 30, 2015 Invesco Balanced-Risk Retirement 2040 Fund Class A Shares Contractual 0.25% November 4, 2009 April 30, 2015 Class AX Shares Contractual 0.25% February 12, 2010 April 30, 2015 Class B Shares Contractual 1.00% November 4, 2009 April 30, 2015 Class C Shares Contractual 1.00% November 4, 2009 April 30, 2015 Class CX Shares Contractual 1.00% February 12, 2010 April 30, 2015 Class R Shares Contractual 0.50% November 4, 2009 April 30, 2015 Class R5 Shares Contractual 0.00% November 4, 2009 April 30, 2015 Class R6 Shares Contractual 0.00% September 24, 2012 April 30, 2015 Class RX Shares Contractual 0.50% February 12, 2010 April 30, 2015 Class Y Shares Contractual 0.00% November 4, 2009 April 30, 2015
See page 16 for footnotes to Exhibit A. 6 as of April 30, 2014
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ------------------- --------------- Invesco Balanced-Risk Retirement 2050 Fund Class A Shares Contractual 0.25% November 4, 2009 April 30, 2015 Class AX Shares Contractual 0.25% February 12, 2010 April 30, 2015 Class B Shares Contractual 1.00% November 4, 2009 April 30, 2015 Class C Shares Contractual 1.00% November 4, 2009 April 30, 2015 Class CX Shares Contractual 1.00% February 12, 2010 April 30, 2015 Class R Shares Contractual 0.50% November 4, 2009 April 30, 2015 Class R5 Shares Contractual 0.00% November 4, 2009 April 30, 2015 Class R6 Shares Contractual 0.00% September 24, 2012 April 30, 2015 Class RX Shares Contractual 0.50% February 12, 2010 April 30, 2015 Class Y Shares Contractual 0.00% November 4, 2009 April 30, 2015 Invesco Balanced-Risk Retirement Now Fund Class A Shares Contractual 0.25% November 4, 2009 April 30, 2015 Class AX Shares Contractual 0.25% February 12, 2010 April 30, 2015 Class B Shares Contractual 1.00% November 4, 2009 April 30, 2015 Class C Shares Contractual 1.00% November 4, 2009 April 30, 2015 Class CX Shares Contractual 1.00% February 12, 2010 April 30, 2015 Class R Shares Contractual 0.50% November 4, 2009 April 30, 2015 Class R5 Shares Contractual 0.00% November 4, 2009 April 30, 2015 Class R6 Shares Contractual 0.00% September 24, 2012 April 30, 2015 Class RX Shares Contractual 0.50% February 12, 2010 April 30, 2015 Class Y Shares Contractual 0.00% November 4, 2009 April 30, 2015 Invesco Conservative Allocation Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2014 Class B Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class R Shares Contractual 1.75% July 1, 2012 June 30, 2014 Class R5 Shares Contractual 1.25% July 1, 2012 June 30, 2014 Class S Shares Contractual 1.40% July 1, 2012 June 30, 2014 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2014 Invesco Convertible Securities Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2014 Class B Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class R5 Shares Contractual 1.25% July 1, 2012 June 30, 2014 Class R6 Shares Contractual 1.25% September 24, 2012 June 30, 2014 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2014 Invesco Global Low Volatility Equity Yield Fund Class A Shares Contractual 2.25% July 1, 2009 June 30, 2014 Class B Shares Contractual 3.00% July 1, 2009 June 30, 2014 Class C Shares Contractual 3.00% July 1, 2009 June 30, 2014 Class R Shares Contractual 2.50% July 1, 2009 June 30, 2014 Class R5 Shares Contractual 2.00% July 1, 2009 June 30, 2014 Class Y Shares Contractual 2.00% July 1, 2009 June 30, 2014 Invesco Growth Allocation Fund Class A Shares Contractual 2.00% July 1, 2012 June 30, 2014 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class R Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class R5 Shares Contractual 1.75% July 1, 2012 June 30, 2014 Class S Shares Contractual 1.90% July 1, 2012 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2014
See page 16 for footnotes to Exhibit A. 7 as of April 30, 2014
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ------------------- --------------- Invesco Income Allocation Fund Class A Shares Contractual 0.25% May 1, 2012 April 30, 2015 Class B Shares Contractual 1.00% May 1, 2012 April 30, 2015 Class C Shares Contractual 1.00% May 1, 2012 April 30, 2015 Class R Shares Contractual 0.50% May 1, 2012 April 30, 2015 Class R5 Shares Contractual 0.00% May 1, 2012 April 30, 2015 Class Y Shares Contractual 0.00% May 1, 2012 April 30, 2015 Invesco International Allocation Fund Class A Shares Contractual 2.25% May 1, 2012 June 30, 2014 Class B Shares Contractual 3.00% May 1, 2012 June 30, 2014 Class C Shares Contractual 3.00% May 1, 2012 June 30, 2014 Class R Shares Contractual 2.50% May 1, 2012 June 30, 2014 Class R5 Shares Contractual 2.00% May 1, 2012 June 30, 2014 Class Y Shares Contractual 2.00% May 1, 2012 June 30, 2014 Invesco Mid Cap Core Equity Fund Class A Shares Contractual 2.00% July 1, 2009 June 30, 2014 Class B Shares Contractual 2.75% July 1, 2009 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2009 June 30, 2014 Class R Shares Contractual 2.25% July 1, 2009 June 30, 2014 Class R5 Shares Contractual 1.75% July 1, 2009 June 30, 2014 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2009 June 30, 2014 Invesco Moderate Allocation Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2014 Class B Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class R Shares Contractual 1.75% July 1, 2012 June 30, 2014 Class R5 Shares Contractual 1.25% July 1, 2012 June 30, 2014 Class S Shares Contractual 1.40% July 1, 2012 June 30, 2014 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2014 Invesco Multi-Asset Inflation Fund Class A Shares Contractual 0.73% April 30, 2014 April 30, 2015 Class C Shares Contractual 1.48% April 30, 2014 April 30, 2015 Class R Shares Contractual 0.98% April 30, 2014 April 30, 2015 Class Y Shares Contractual 0.48% April 30, 2014 April 30, 2015 Class R5 Shares Contractual 0.48% April 30, 2014 April 30, 2015 Class R6 Shares Contractual 0.48% April 30, 2014 April 30, 2015 Invesco Small Cap Growth Fund Class A Shares Contractual 2.00% July 1, 2009 June 30, 2014 Class B Shares Contractual 2.75% July 1, 2009 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2009 June 30, 2014 Class R Shares Contractual 2.25% July 1, 2009 June 30, 2014 Class R5 Shares Contractual 1.75% July 1, 2009 June 30, 2014 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2009 June 30, 2014 Investor Class Shares Contractual 2.00% July 1, 2009 June 30, 2014 Invesco U.S. Mortgage Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2014 Class B Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class R5 Shares Contractual 1.25% July 1, 2012 June 30, 2014 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2014
See page 16 for footnotes to Exhibit A. 8 as of April 30, 2014 AIM INTERNATIONAL MUTUAL FUNDS (INVESCO INTERNATIONAL MUTUAL FUNDS)
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ------------------- ------------------ Invesco Asia Pacific Growth Fund Class A Shares Contractual 2.25% July 1, 2009 June 30, 2014 Class B Shares Contractual 3.00% July 1, 2009 June 30, 2014 Class C Shares Contractual 3.00% July 1, 2009 June 30, 2014 Class Y Shares Contractual 2.00% July 1, 2009 June 30, 2014 Invesco European Growth Fund Class A Shares Contractual 2.25% July 1, 2009 June 30, 2014 Class B Shares Contractual 3.00% July 1, 2009 June 30. 2014 Class C Shares Contractual 3.00% July 1, 2009 June 30, 2014 Class R Shares Contractual 2.50% July 1, 2009 June 30, 2014 Class Y Shares Contractual 2.00% July 1, 2009 June 30, 2014 Investor Class Shares Contractual 2.25% July 1, 2009 June 30, 2014 Invesco Global Growth Fund Class A Shares Contractual 2.25% January 1, 2013 June 30, 2014 Class B Shares Contractual 3.00% January 1, 2013 June 30. 2014 Class C Shares Contractual 3.00% January 1, 2013 June 30, 2014 Class R5 Shares Contractual 2.00% January 1, 2013 June 30, 2014 Class R6 Shares Contractual 2.00% January 1, 2013 June 30, 2014 Class Y Shares Contractual 2.00% January 1, 2013 June 30, 2014 Invesco Global Opportunities Fund Class A Shares Contractual 1.36% August 1, 2012 February 28, 2015 Class C Shares Contractual 2.11% August 1, 2012 February 28, 2015 Class R Shares Contractual 1.61% August 1, 2012 February 28, 2015 Class R5 Shares Contractual 1.11% August 1, 2012 February 28, 2015 Class R6 Shares Contractual 1.11% September 24, 2012 February 28, 2015 Class Y Shares Contractual 1.11% August 1, 2012 February 28, 2015 Invesco Global Small & Mid Cap Growth Fund Class A Shares Contractual 2.25% July 1, 2009 June 30. 2014 Class B Shares Contractual 3.00% July 1, 2009 June 30, 2014 Class C Shares Contractual 3.00% July 1, 2009 June 30, 2014 Class R5 Shares Contractual 2.00% July 1, 2009 June 30, 2014 Class Y Shares Contractual 2.00% July 1, 2009 June 30, 2014 Invesco International Core Equity Fund Class A Shares Contractual 2.25% July 1, 2009 June 30. 2014 Class B Shares Contractual 3.00% July 1, 2009 June 30, 2014 Class C Shares Contractual 3.00% July 1, 2009 June 30, 2014 Class R Shares Contractual 2.50% July 1, 2009 June 30, 2014 Class R5 Shares Contractual 2.00% July 1, 2009 June 30, 2014 Class R6 Shares Contractual 2.00% September 24, 2012 June 30, 2014 Class Y Shares Contractual 2.00% July 1, 2009 June 30, 2014 Investor Class Shares Contractual 2.25% July 1, 2009 June 30, 2014 Invesco International Growth Fund Class A Shares Contractual 2.25% July 1, 2013 June 30, 2014 Class B Shares Contractual 3.00% July 1, 2013 June 30, 2014 Class C Shares Contractual 3.00% July 1, 2013 June 30, 2014 Class R Shares Contractual 2.50% July 1, 2013 June 30, 2014 Class R5 Shares Contractual 2.00% July 1, 2013 June 30, 2014 Class R6 Shares Contractual 2.00% July 1, 2013 June 30, 2014 Class Y Shares Contractual 2.00% July 1, 2013 June 30, 2014 Invesco Select Opportunities Fund Class A Shares Contractual 1.51% August 1, 2012 February 28, 2015 Class C Shares Contractual 2.26% August 1, 2012 February 28, 2015 Class R Shares Contractual 1.76% August 1, 2012 February 28, 2015 Class R5 Shares Contractual 1.26% August 1, 2012 February 28, 2015 Class R6 Shares Contractual 1.26% September 24, 2012 February 28, 2015 Class Y Shares Contractual 1.26% August 1, 2012 February 28, 2015
See page 16 for footnotes to Exhibit A. 9 as of April 30, 2014 AIM INVESTMENT FUNDS (INVESCO INVESTMENT FUNDS)
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ------------------- ------------------ Invesco All Cap Market Neutral Fund Class A Shares Contractual 1.62% December 17, 2013 December 31, 2015 Class C Shares Contractual 2.37% December 17, 2013 December 31, 2015 Class R Shares Contractual 1.87% December 17, 2013 December 31, 2015 Class R5 Shares Contractual 1.37% December 17, 2013 December 31, 2015 Class R6 Shares Contractual 1.37% December 17, 2013 December 31, 2015 Class Y Shares Contractual 1.37% December 17, 2013 December 31, 2015 Invesco Balanced-Risk Allocation Fund/3/ Class A Shares Contractual 2.00% July 1, 2012 June 30. 2014 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class R Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class R5 Shares Contractual 1.75% July 1, 2012 June 30, 2014 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2014 Invesco Balanced-Risk Commodity Strategy Fund/4/ Class A Shares Contractual 1.22% November 29, 2010 June 30. 2014 Class B Shares Contractual 1.97% November 29, 2010 June 30, 2014 Class C Shares Contractual 1.97% November 29, 2010 June 30, 2014 Class R Shares Contractual 1.47% November 29, 2010 June 30, 2014 Class R5 Shares Contractual 0.97% November 29, 2010 June 30, 2014 Class R6 Shares Contractual 0.97% September 24, 2012 June 30, 2014 Class Y Shares Contractual 0.97% November 29, 2010 June 30, 2014 Invesco China Fund Class A Shares Contractual 2.25% July 1, 2009 June 30, 2014 Class B Shares Contractual 3.00% July 1, 2009 June 30, 2014 Class C Shares Contractual 3.00% July 1, 2009 June 30, 2014 Class R5 Shares Contractual 2.00% July 1, 2009 June 30, 2014 Class Y Shares Contractual 2.00% July 1, 2009 June 30, 2014 Invesco Developing Markets Fund Class A Shares Contractual 2.25% July 1, 2012 June 30. 2014 Class B Shares Contractual 3.00% July 1, 2012 June 30, 2014 Class C Shares Contractual 3.00% July 1, 2012 June 30, 2014 Class R5 Shares Contractual 2.00% July 1, 2012 June 30, 2014 Class R6 Shares Contractual 2.00% September 24, 2012 June 30, 2014 Class Y Shares Contractual 2.00% July 1, 2012 June 30, 2014 Invesco Emerging Markets Equity Fund Class A Shares Contractual 1.85% May 11, 2011 February 28, 2015 Class C Shares Contractual 2.60% May 11, 2011 February 28, 2015 Class R Shares Contractual 2.10% May 11, 2011 February 28, 2015 Class R5 Shares Contractual 1.60% May 11, 2011 February 28, 2015 Class R6 Shares Contractual 1.60% September 24, 2012 February 28, 2015 Class Y Shares Contractual 1.60% May 11, 2011 February 28, 2015 Invesco Emerging Market Local Currency Debt Fund Class A Shares Contractual 1.24% June 14, 2010 February 28, 2015 Class B Shares Contractual 1.99% June 14, 2010 February 28, 2015 Class C Shares Contractual 1.99% June 14, 2010 February 28, 2015 Class R Shares Contractual 1.49% June 14, 2010 February 28, 2015 Class Y Shares Contractual 0.99% June 14, 2010 February 28, 2015 Class R5 Shares Contractual 0.99% June 14, 2010 February 28, 2015 Class R6 Shares Contractual 0.99% September 24, 2012 February 28, 2015
See page 16 for footnotes to Exhibit A. 10 as of April 30, 2014
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ------------------- ------------------ Invesco Endeavor Fund Class A Shares Contractual 2.00% July 1, 2009 June 30. 2014 Class B Shares Contractual 2.75% July 1, 2009 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2009 June 30, 2014 Class R Shares Contractual 2.25% July 1, 2009 June 30, 2014 Class R5 Shares Contractual 1.75% July 1, 2009 June 30, 2014 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2009 June 30, 2014 Invesco Global Health Care Fund Class A Shares Contractual 2.00% July 1, 2012 June 30. 2014 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2014 Investor Class Shares Contractual 2.00% July 1, 2012 June 30, 2014 Invesco Global Infrastructure Fund Class A Shares Contractual 1.40% May 2, 2014 May 31, 2015 Class C Shares Contractual 2.15% May 2, 2014 May 31, 2015 Class R Shares Contractual 1.65% May 2, 2014 May 31, 2015 Class Y Shares Contractual 1.15% May 2, 2014 May 31, 2015 Class R5 Shares Contractual 1.15% May 2, 2014 May 31, 2015 Class R6 Shares Contractual 1.15% May 2, 2014 May 31, 2015 Invesco Global Markets Strategy Fund/5/ Class A Shares Contractual 2.25% August 28, 2013 December 16, 2013 Class C Shares Contractual 3.00% August 28, 2013 December 16, 2013 Class R Shares Contractual 2.50% August 28, 2013 December 16, 2013 Class R5 Shares Contractual 2.00% August 28, 2013 December 16, 2013 Class R6 Shares Contractual 2.00% August 28, 2013 December 16, 2013 Class Y Shares Contractual 2.00% August 28, 2013 December 16, 2013 Invesco Global Markets Strategy Fund/5/ Class A Shares Contractual 1.80% December 17, 2013 February 28, 2015 Class C Shares Contractual 2.55% December 17, 2013 February 28, 2015 Class R Shares Contractual 2.05% December 17, 2013 February 28, 2015 Class R5 Shares Contractual 1.55% December 17, 2013 February 28, 2015 Class R6 Shares Contractual 1.55% December 17, 2013 February 28, 2015 Class Y Shares Contractual 1.55% December 17, 2013 February 28, 2015 Invesco Global Market Neutral Fund Class A Shares Contractual 1.62% December 17, 2013 December 31, 2015 Class C Shares Contractual 2.37% December 17, 2013 December 31, 2015 Class R Shares Contractual 1.87% December 17, 2013 December 31, 2015 Class R5 Shares Contractual 1.37% December 17, 2013 December 31, 2015 Class R6 Shares Contractual 1.37% December 17, 2013 December 31, 2015 Class Y Shares Contractual 1.37% December 17, 2013 December 31, 2015 Invesco Global Targeted Returns Fund/6/ Class A Shares Contractual 1.71% December 17, 2013 December 31, 2015 Class C Shares Contractual 2.46% December 17, 2013 December 31, 2015 Class R Shares Contractual 1.96% December 17, 2013 December 31, 2015 Class R5 Shares Contractual 1.46% December 17, 2013 December 31, 2015 Class R6 Shares Contractual 1.46% December 17, 2013 December 31, 2015 Class Y Shares Contractual 1.46% December 17, 2013 December 31, 2015
See page 16 for footnotes to Exhibit A. 11 as of April 30, 2014
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ------------------ ----------------- Invesco International Total Return Fund Class A Shares Contractual 1.10% March 31, 2006 February 28, 2015 Class B Shares Contractual 1.85% March 31, 2006 February 28, 2015 Class C Shares Contractual 1.85% March 31, 2006 February 28, 2015 Class R5 Shares Contractual 0.85% October 3, 2008 February 28, 2015 Class R6 Shares Contractual 0.85% September 24, 2012 February 28, 2015 Class Y Shares Contractual 0.85% March 31, 2006 February 28, 2015 Invesco Long/Short Equity Fund Class A Shares Contractual 1.87% December 17, 2013 December 31, 2015 Class C Shares Contractual 2.62% December 17, 2013 December 31, 2015 Class R Shares Contractual 2.12% December 17, 2013 December 31, 2015 Class R5 Shares Contractual 1.62% December 17, 2013 December 31, 2015 Class R6 Shares Contractual 1.62% December 17, 2013 December 31, 2015 Class Y Shares Contractual 1.62% December 17, 2013 December 31, 2015 Invesco Low Volatility Emerging Markets Fund Class A Shares Contractual 1.72% December 17, 2013 December 31, 2015 Class C Shares Contractual 2.47% December 17, 2013 December 31, 2015 Class R Shares Contractual 1.97% December 17, 2013 December 31, 2015 Class R5 Shares Contractual 1.47% December 17, 2013 December 31, 2015 Class R6 Shares Contractual 1.47% December 17, 2013 December 31, 2015 Class Y Shares Contractual 1.47% December 17, 2013 December 31, 2015 Invesco MLP Fund Class A Shares Contractual 1.50% May 2, 2014 May 31, 2015 Class C Shares Contractual 2.25% May 2, 2014 May 31, 2015 Class R Shares Contractual 1.75% May 2, 2014 May 31, 2015 Class R5 Shares Contractual 1.25% May 2, 2014 May 31, 2015 Class R6 Shares Contractual 1.25% May 2, 2014 May 31, 2015 Class Y Shares Contractual 1.25% May 2, 2014 May 31, 2015 Invesco Macro international Equity Fund Class A Shares Contractual 1.43% December 17, 2013 December 31, 2015 Class C Shares Contractual 2.18% December 17, 2013 December 31, 2015 Class R Shares Contractual 1.68% December 17, 2013 December 31, 2015 Class R5 Shares Contractual 1.18% December 17, 2013 December 31, 2015 Class R6 Shares Contractual 1.18% December 17, 2013 December 31, 2015 Class Y Shares Contractual 1.18% December 17, 2013 December 31, 2015 Invesco Macro Long/Short Fund Class A Shares Contractual 1.87% December 17, 2013 December 31, 2015 Class C Shares Contractual 2.62% December 17, 2013 December 31, 2015 Class R Shares Contractual 2.12% December 17, 2013 December 31, 2015 Class R5 Shares Contractual 1.62% December 17, 2013 December 31, 2015 Class R6 Shares Contractual 1.62% December 17, 2013 December 31, 2015 Class Y Shares Contractual 1.62% December 17, 2013 December 31, 2015 Invesco Pacific Growth Fund Class A Shares Contractual 2.25% July 1, 2012 June 30. 2014 Class B Shares Contractual 3.00% July 1, 2012 June 30, 2014 Class C Shares Contractual 3.00% July 1, 2012 June 30, 2014 Class R Shares Contractual 2.50% July 1, 2012 June 30, 2014 Class R5 Shares Contractual 2.00% July 1, 2012 June 30, 2014 Class Y Shares Contractual 2.00% July 1, 2012 June 30, 2014
See page 16 for footnotes to Exhibit A. 12 as of April 30, 2014
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ------------------ ----------------- Invesco Premium Income Fund Class A Shares Contractual 0.89% December 13, 2011 February 28, 2015 Class C Shares Contractual 1.64% December 13, 2011 February 28, 2015 Class R Shares Contractual 1.14% December 13, 2011 February 28, 2015 Class R5 Shares Contractual 0.64% December 13, 2011 February 28, 2015 Class R6 Shares Contractual 0.64% September 24, 2012 February 28, 2015 Class Y Shares Contractual 0.64% December 13, 2011 February 28, 2015 Invesco Select Companies Fund Class A Shares Contractual 2.00% July 1, 2009 June 30. 2014 Class B Shares Contractual 2.75% July 1, 2009 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2009 June 30, 2014 Class R Shares Contractual 2.25% July 1, 2009 June 30, 2014 Class R5 Shares Contractual 1.75% July 1, 2009 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2009 June 30, 2014 Invesco Strategic Income Fund Class A Shares Contractual 0.82% May 2, 2014 May 31, 2015 Class C Shares Contractual 1.57% May 2, 2014 May 31, 2015 Class R Shares Contractual 1.07% May 2, 2014 May 31, 2015 Class Y Shares Contractual 0.57% May 2, 2014 May 31, 2015 Class R5 Shares Contractual 0.57% May 2, 2014 May 31, 2015 Class R6 Shares Contractual 0.57% May 2, 2014 May 31, 2015 AIM INVESTMENT SECURITIES FUNDS (INVESCO INVESTMENT SECURITIES FUNDS) CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ------------------ ----------------- Invesco Corporate Bond Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2014 Class B Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class R Shares Contractual 1.75% July 1, 2012 June 30, 2014 Class R5 Shares Contractual 1.25% July 1, 2012 June 30, 2014 Class R6 Shares Contractual 1.25% September 24, 2012 June 30, 2014 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2014 Invesco Global Real Estate Fund Class A Shares Contractual 2.00% July 1, 2009 June 30, 2014 Class B Shares Contractual 2.75% July 1, 2009 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2009 June 30, 2014 Class R Shares Contractual 2.25% July 1, 2009 June 30, 2014 Class R5 Shares Contractual 1.75% July 1, 2009 June 30, 2014 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2009 June 30, 2014 Invesco High Yield Fund Class A Shares Contractual 1.50% July 1, 2013 June 30, 2014 Class B Shares Contractual 2.25% July 1, 2013 June 30, 2014 Class C Shares Contractual 2.25% July 1, 2013 June 30, 2014 Class R5 Shares Contractual 1.25% July 1, 2013 June 30, 2014 Class R6 Shares Contractual 1.25% July 1, 2013 June 30, 2014 Class Y Shares Contractual 1.25% July 1, 2013 June 30, 2014 Investor Class Shares Contractual 1.50% July 1, 2013 June 30, 2014 Invesco Limited Maturity Treasury Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2014 Class A2 Shares Contractual 1.40% July 1, 2012 June 30, 2014 Class R5 Shares Contractual 1.25% July 1, 2012 June 30, 2014 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2014
See page 16 for footnotes to Exhibit A. 13 as of April 30, 2014
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ------------------ ------------- Invesco Municipal Bond Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2014 Class B Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2014 Investor Class Shares Contractual 1.50% July 1, 2012 June 30, 2014 Invesco Real Estate Fund Class A Shares Contractual 2.00% July 1, 2012 June 30, 2014 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class R Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class R5 Shares Contractual 1.75% July 1, 2012 June 30, 2014 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2014 Investor Class Shares Contractual 2.00% July 1, 2012 June 30, 2014 Invesco Short Term Bond Fund Class A Shares Contractual 1.40% July 1, 2013 June 30, 2014 Class C Shares Contractual 1.75%/2/ July 1, 2013 June 30, 2014 Class R Shares Contractual 1.75% July 1, 2013 June 30, 2014 Class R5 Shares Contractual 1.25% July 1, 2013 June 30, 2014 Class R6 Shares Contractual 1.25% July 1, 2013 June 30, 2014 Class Y Shares Contractual 1.25% July 1, 2013 June 30, 2014 Invesco U.S. Government Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2014 Class B Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class R Shares Contractual 1.75% July 1, 2012 June 30, 2014 Class R5 Shares Contractual 1.25% July 1, 2012 June 30, 2014 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2014 Investor Class Shares Contractual 1.50% July 1, 2012 June 30, 2014
AIM SECTOR FUNDS (INVESCO SECTOR FUNDS)
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ------------------ ------------- Invesco American Value Fund Class A Shares Contractual 2.00% July 1, 2013 June 30, 2014 Class B Shares Contractual 2.75% July 1, 2013 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2013 June 30, 2014 Class R Shares Contractual 2.25% July 1, 2013 June 30, 2014 Class R5 Shares Contractual 1.75% July 1, 2013 June 30, 2014 Class R6 Shares Contractual 1.75% July 1, 2013 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2013 June 30, 2014 Invesco Comstock Fund Class A Shares Contractual 2.00% July 1, 2012 June 30, 2014 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class R Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class R5 Shares Contractual 1.75% July 1, 2012 June 30, 2014 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2014 Invesco Energy Fund Class A Shares Contractual 2.00% July 1, 2009 June 30, 2014 Class B Shares Contractual 2.75% July 1, 2009 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2009 June 30, 2014 Class R5 Shares Contractual 1.75% July 1, 2009 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2009 June 30, 2014 Investor Class Shares Contractual 2.00% July 1, 2009 June 30, 2014
See page 16 for footnotes to Exhibit A. 14 as of April 30, 2014
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ----------------- --------------- Invesco Dividend Income Fund Class A Shares Contractual 1.10% February 6, 2013 August 31, 2014 Class B Shares Contractual 1.85% February 6, 2013 August 31, 2014 Class C Shares Contractual 1.85% February 6, 2013 August 31, 2014 Class R5 Shares Contractual 0.85% February 6, 2013 August 31, 2014 Class R6 Shares Contractual 0.85% February 6, 2013 August 31, 2014 Class Y Shares Contractual 0.85% February 6, 2013 August 31, 2014 Investor Class Shares Contractual 1.10% February 6, 2013 August 31, 2014 Invesco Gold & Precious Metals Fund Class A Shares Contractual 2.00% July 1, 2009 June 30, 2014 Class B Shares Contractual 2.75% July 1, 2009 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2009 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2009 June 30, 2014 Investor Class Shares Contractual 2.00% July 1, 2009 June 30, 2014 Invesco Mid Cap Growth Fund Class A Shares Contractual 1.15% July 15, 2013 July 31, 2015 Class B Shares Contractual 1.90% July 15, 2013 July 31, 2015 Class C Shares Contractual 1.90% July 15, 2013 July 31, 2015 Class R Shares Contractual 1.40% July 15, 2013 July 31, 2015 Class R5 Shares Contractual 0.90% July 15, 2013 July 31, 2015 Class R6 Shares Contractual 0.90% July 15, 2013 July 31, 2015 Class Y Shares Contractual 0.90% July 15, 2013 July 31, 2015 Invesco Small Cap Value Fund Class A Shares Contractual 2.00% July 1, 2012 June 30, 2014 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2014 Invesco Technology Fund Class A Shares Contractual 2.00% July 1, 2012 June 30, 2014 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class R5 Shares Contractual 1.75% July 1, 2012 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2014 Investor Class Shares Contractual 2.00% July 1, 2012 June 30, 2014 Invesco Technology Sector Fund Class A Shares Contractual 2.00% February 12, 2010 June 30, 2014 Class B Shares Contractual 2.75% February 12, 2010 June 30, 2014 Class C Shares Contractual 2.75% February 12, 2010 June 30, 2014 Class Y Shares Contractual 1.75% February 12, 2010 June 30, 2014 Invesco Value Opportunities Fund Class A Shares Contractual 2.00% July 1, 2012 June 30, 2014 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2014 Class R Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class R5 Shares Contractual 1.75% July 1, 2012 June 30, 2014 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2014
AIM TAX-EXEMPT FUNDS (INVESCO TAX-EXEMPT FUNDS) CONTRACTUAL/ EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY EXPENSE LIMITATION CURRENT LIMIT DATE ---- ------------ ------------------ ----------------- -------------- Invesco High Yield Municipal Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2014 Class B Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class R5 Shares Contractual 1.25% July 1, 2012 June 30, 2014 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2014
See page 16 for footnotes to Exhibit A. 15 as of April 30, 2014
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ----------------- ----------------- Invesco Intermediate Term Municipal Income Fund Class A Shares Contractual 0.80% July 1, 2013 June 30, 2014 Class B Shares Contractual 1.55% July 1, 2013 June 30, 2014 Class C Shares Contractual 1.55% July 1, 2013 June 30, 2014 Class Y Shares Contractual 0.55% July 1, 2013 June 30, 2014 Invesco Municipal Income Fund Class A Shares Contractual 1.50% July 1, 2013 June 30, 2014 Class B Shares Contractual 2.25% July 1, 2013 June 30, 2014 Class C Shares Contractual 2.25% July 1, 2013 June 30, 2014 Class Y Shares Contractual 1.25% July 1, 2013 June 30, 2014 Investor Class Contractual 1.50% July 15, 2013 June 30, 2014 Invesco New York Tax Free Income Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2014 Class B Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.25% July 1, 2012 June 30, 2014 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2014 Invesco Tax-Free Intermediate Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2014 Class A2 Shares Contractual 1.25% July 1, 2012 June 30, 2014 Class C Shares Contractual 2.25% June 30, 2013 June 30, 2014 Class R5 Shares Contractual 1.25% July 1, 2012 June 30, 2014 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2014 INVESCO SECURITIES TRUST CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ----------------- ----------------- Invesco Balanced-Risk Aggressive Allocation Fund Contractual 1.15% January 16, 2013 February 28, 2015
/1/ The total operating expenses of any class of shares established after the date of this Memorandum of Agreement will be limited to the amount established for Class A Shares plus the difference between the new class 12b-1 rate and the Class A 12b-1 rate. /2/ The expense limit shown is the expense limit after Rule 12b-1 fee waivers by Invesco Distributors, Inc. /3/ Includes waived fees or reimbursed expenses that Invesco receives from Invesco Cayman Commodity Fund I, Ltd. /4/ Includes waived fees or reimbursed expenses that Invesco receives from Invesco Cayman Commodity Fund III, Ltd. /5/ Includes waived fees or reimbursed expenses that Invesco receives from Invesco Cayman Commodity Fund V, Ltd. /6/ Includes waived fees or reimbursed expenses that Invesco receives from Invesco Cayman Commodity Fund VII, Ltd. 16 as of April 30, 2014 EXHIBIT "B" - INSTITUTIONAL MONEY MARKET FUNDS/1,2/ SHORT-TERM INVESTMENTS TRUST
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ----------------- ----------------- Government & Agency Portfolio Cash Management Class Contractual 0.22%/2/ July 1, 2009 December 31, 2014 Corporate Class Contractual 0.17% July 1, 2009 December 31, 2014 Institutional Class Contractual 0.14% July 1, 2009 December 31, 2014 Personal Investment Class Contractual 0.69%/2/ July 1, 2009 December 31, 2014 Private Investment Class Contractual 0.44%/2/ July 1, 2009 December 31, 2014 Reserve Class Contractual 1.01%/2/ July 1, 2009 December 31, 2014 Resource Class Contractual 0.30%/2/ July 1, 2009 December 31, 2014 Government TaxAdvantage Portfolio Cash Management Class Contractual 0.22%/2/ July 1, 2009 December 31, 2014 Corporate Class Contractual 0.17% July 1, 2009 December 31, 2014 Institutional Class Contractual 0.14% July 1, 2009 December 31, 2014 Personal Investment Class Contractual 0.69%/2/ July 1, 2009 December 31, 2014 Private Investment Class Contractual 0.39%/2/ July 1, 2009 December 31, 2014 Reserve Class Contractual 1.01%/2/ July 1, 2009 December 31, 2014 Resource Class Contractual 0.30%/2/ July 1, 2009 December 31, 2014 Liquid Assets Portfolio Cash Management Class Contractual 0.22%/2/ July 1, 2009 December 31, 2014 Corporate Class Contractual 0.17% July 1, 2009 December 31, 2014 Institutional Class Contractual 0.14% July 1, 2009 December 31, 2014 Personal Investment Class Contractual 0.69%/2/ July 1, 2009 December 31, 2014 Private Investment Class Contractual 0.44%/2/ July 1, 2009 December 31, 2014 Reserve Class Contractual 1.01%/2/ July 1, 2009 December 31, 2014 Resource Class Contractual 0.34% July 1, 2009 December 31, 2014 STIC Prime Portfolio Cash Management Class Contractual 0.22%/2/ July 1, 2009 December 31, 2014 Corporate Class Contractual 0.17% July 1, 2009 December 31, 2014 Institutional Class Contractual 0.14% July 1, 2009 December 31, 2014 Personal Investment Class Contractual 0.69%/2/ July 1, 2009 December 31, 2014 Private Investment Class Contractual 0.44%/2/ July 1, 2009 December 31, 2014 Reserve Class Contractual 1.01%/2/ July 1, 2009 December 31, 2014 Resource Class Contractual 0.30%/2/ July 1, 2009 December 31, 2014 Tax-Free Cash Reserve Portfolio/3/ Cash Management Class Contractual 0.33%/2/ July 1, 2009 December 31, 2014 Corporate Class Contractual 0.28% July 1, 2009 December 31, 2014 Institutional Class Contractual 0.25% July 1, 2009 December 31, 2014 Personal Investment Class Contractual 0.80%/2/ July 1, 2009 December 31, 2014 Private Investment Class Contractual 0.50%/2/ July 1, 2009 December 31, 2014 Reserve Class Contractual 1.12%/2/ July 1, 2009 December 31, 2014 Resource Class Contractual 0.41%/2/ July 1, 2009 December 31, 2014 Treasury Portfolio Cash Management Class Contractual 0.22%/2/ July 1, 2009 December 31, 2014 Corporate Class Contractual 0.17% July 1, 2009 December 31, 2014 Institutional Class Contractual 0.14% July 1, 2009 December 31, 2014 Personal Investment Class Contractual 0.69%/2/ July 1, 2009 December 31, 2014 Private Investment Class Contractual 0.44%/2/ July 1, 2009 December 31, 2014 Reserve Class Contractual 1.01%/2/ July 1, 2009 December 31, 2014 Resource Class Contractual 0.30%/2/ July 1, 2009 December 31, 2014
/1/ The expense rate excluding 12b-1 fees of any class of shares established after the date of this Memorandum of Agreement will be the same as existing classes. /2/ The expense limit shown is the expense limit after Rule 12b-1 fee waivers by Invesco Distributors, Inc. /3/ The expense limitation also excludes Trustees' fees and federal registration expenses. 17 as of April 30, 2014 EXHIBIT "C" - VARIABLE INSURANCE FUNDS AIM VARIABLE INSURANCE FUNDS (INVESCO VARIABLE INSURANCE FUNDS)
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ----------------- -------------- Invesco V.I. American Franchise Fund Series I Shares Contractual 0.90% July 1, 2012 June 30, 2014 Series II Shares Contractual 1.15% July 1, 2012 June 30, 2014 Invesco V.I. American Value Fund Series I Shares Contractual 2.00% July 1, 2012 June 30, 2014 Series II Shares Contractual 2.25% July 1, 2012 June 30, 2014 Invesco V.I. Balanced-Risk Allocation Fund/1/ Series I Shares Contractual 0.78% July 1, 2013 April 30, 2014 Series II Shares Contractual 1.03% July 1, 2013 April 30, 2014 Invesco V.I. Balanced-Risk Allocation Fund/1/ Series I Shares Contractual 0.76% May 1, 2014 April 30, 2015 Series II Shares Contractual 1.01% May 1, 2014 April 30, 2015 Invesco V.I. Comstock Fund Series I Shares Contractual 0.78% May 1, 2013 April 30, 2015 Series II Shares Contractual 1.03% May 1, 2013 April 30, 2015 Invesco V.I. Core Equity Fund Series I Shares Contractual 2.00% May 1, 2013 June 30, 2014 Series II Shares Contractual 2.25% May 1, 2013 June 30, 2014 Invesco V.I. Diversified Dividend Fund Series I Shares Contractual 2.00% May 1, 2013 June 30, 2014 Series II Shares Contractual 2.25% May 1, 2013 June 30, 2014 Invesco V.I. Diversified Income Fund Series I Shares Contractual 0.75% July 1, 2005 April 30, 2015 Series II Shares Contractual 1.00% July 1, 2005 April 30, 2015 Invesco V.I. Equally-Weighted S&P 500 Fund Series I Shares Contractual 2.00% July 1, 2012 June 30, 2014 Series II Shares Contractual 2.25% July 1, 2012 June 30, 2014 Invesco V.I. Equity and Income Fund Series I Shares Contractual 1.50% July 1, 2012 June 30, 2014 Series II Shares Contractual 1.75% July 1, 2012 June 30, 2014
/1/ Includes waived fees or reimbursed expenses that Invesco receives from Invesco Cayman Commodity Fund IV, Ltd. 18 as of April 30, 2014
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF FUND VOLUNTARY LIMITATION CURRENT LIMIT EXPIRATION DATE ---- ------------ ---------- ----------------- --------------- Invesco V.I. Global Core Equity Fund Series I Shares Contractual 2.25% July 1, 2012 June 30, 2014 Series II Shares Contractual 2.50% July 1, 2012 June 30, 2014 Invesco V.I. Global Health Care Fund Series I Shares Contractual 2.00% May 1. 2013 June 30, 2014 Series II Shares Contractual 2.25% May 1, 2013 June 30, 2014 Invesco V.I. Global Real Estate Fund Series I Shares Contractual 2.00% May 1. 2013 June 30, 2014 Series II Shares Contractual 2.25% May 1, 2013 June 30, 2014 Invesco V.I. Government Securities Fund Series I Shares Contractual 1.50% May 1, 2013 June 30, 2014 Series II Shares Contractual 1.75% May 1, 2013 June 30, 2014 Invesco V.I. Growth and Income Fund Series I Shares Contractual 0.78% May 1. 2013 April 30, 2015 Series II Shares Contractual 1.03% May 1, 2013 April 30, 2015 Invesco V.I. High Yield Fund Series I Shares Contractual 0.80% May 2, 2011 April 30, 2014 Series II Shares Contractual 1.05% May 2, 2011 April 30, 2014 Invesco V.I. International Growth Fund Series I Shares Contractual 2.25% July 1, 2012 June 30, 2014 Series II Shares Contractual 2.50% July 1, 2012 June 30, 2014 Invesco V.I. Mid Cap Core Equity Fund Series I Shares Contractual 2.00% May 1. 2013 June 30, 2014 Series II Shares Contractual 2.25% May 1, 2013 June 30, 2014 Invesco V.I. Mid Cap Growth Fund Series I Shares Contractual 1.09% July 1, 2012 June 30, 2014 Series II Shares Contractual 1.34% July 1, 2012 June 30, 2014 Invesco V.I. Money Market Fund Series I Shares Contractual 1.50% May 1. 2013 June 30, 2014 Series II Shares Contractual 1.75% May 1, 2013 June 30, 2014 Invesco V.I. S&P 500 Index Fund Series I Shares Contractual 2.00% July 1, 2012 June 30, 2014 Series II Shares Contractual 2.25% July 1, 2012 June 30, 2014 Invesco V.I. Small Cap Equity Fund Series I Shares Contractual 2.00% May 1. 2013 June 30, 2014 Series II Shares Contractual 2.25% May 1, 2013 June 30, 2014
19 as of April 30, 2014
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF FUND VOLUNTARY LIMITATION CURRENT LIMIT EXPIRATION DATE ---- ------------ ---------- ----------------- --------------- Invesco V.I. Technology Fund Series I Shares Contractual 2.00% May 1. 2013 June 30, 2014 Series II Shares Contractual 2.25% May 1, 2013 June 30, 2014 Invesco V.I. Utilities Fund Series I Shares Contractual 2.00% May 1, 2012 June 30, 2014 Series II Shares Contractual 2.25% May 1, 2012 June 30, 2014 Invesco V.I. Managed Volatility Fund* Series I Shares Contractual 1.03% April 30, 2014 April 30, 2015 Series II Shares Contractual 1.28% April 30, 2014 April 30, 2015 Invesco V.I. Value Opportunities Fund Series I Shares Contractual 2.00% May 1. 2013 June 30, 2014 Series II Shares Contractual 2.25% May 1, 2013 June 30, 2014
/*/ The Fund name and expense limit shown is contingent upon both Board of Trustee and shareholder approval of certain changes to the Fund. 20 as of April 30, 2014 EXHIBIT "D" - CLOSED-END FUNDS
INVESCO MUNICIPAL INCOME OPPORTUNITIES TRUST CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ----------------- ---------------- Invesco Municipal Income Opportunities Trust Contractual 0.67% August 27, 2012 August 31, 2014 INVESCO QUALITY MUNICIPAL INCOME TRUST CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ----------------- ---------------- Invesco Quality Municipal Income Trust Contractual 0.50% October 15, 2012 October 31, 2014 INVESCO VALUE MUNICIPAL INCOME TRUST CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ----------------- ---------------- Invesco Value Municipal Income Trust Contractual 0.46% October 15, 2012 October 31, 2014
21 SUB-ITEM 77Q(1)(E) MEMORANDUM OF AGREEMENT (ADVISORY FEE WAIVERS) This Memorandum of Agreement is entered into as of the effective date on the attached Exhibit A and B (each an "Exhibit" or, collectively the "Exhibits"), between AIM Counselor Series Trust (Invesco Counselor Series Trust), AIM Equity Funds (Invesco Equity Funds), AIM Funds Group (Invesco Funds Group), AIM Growth Series (Invesco Growth Series), AIM International Mutual Funds (Invesco International Mutual Funds), AIM Investment Funds (Invesco Investment Funds), AIM Investment Securities Funds (Invesco Investment Securities Funds), AIM Sector Funds (Invesco Sector Funds), AIM Tax-Exempt Funds (Invesco Tax-Exempt Funds), AIM Treasurer's Series Trust (Invesco Treasurer's Series Trust), AIM Variable Insurance Funds (Invesco Variable Insurance Funds), Invesco Municipal Income Opportunities Trust, Invesco Securities Trust, Invesco, Invesco Quality Municipal Income Trust and Invesco Value Municipal Income Trust (each a "Trust" or, collectively, the "Trusts"), on behalf of the funds listed on the Exhibits to this Memorandum of Agreement (the "Funds"), and Invesco Advisers, Inc. ("Invesco"). Invesco shall and hereby agrees to waive fees of the Funds, on behalf of their respective classes as applicable, severally and not jointly, as indicated in the Exhibits. For and in consideration of the mutual terms and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Invesco agrees that until at least the expiration date set forth on Exhibit A (the "Expiration Date") and with respect to those Funds listed on the Exhibit, Invesco will waive its advisory fees at the rate set forth on the Exhibit. For and in consideration of the mutual terms and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Trusts and Invesco agree as follows: 1. Invesco agrees that until the expiration date, if any, of the commitment set forth on the attached Exhibit B occurs, as such Exhibit B is amended from time to time, Invesco will waive advisory fees payable by an Investing Fund (defined below) in an amount equal to 100% of the net advisory fee Invesco receives on the Uninvested Cash (defined below) from the Affiliated Money Market Fund (defined below) in which the Investing Fund invests (the "Waiver"). i. Invesco's Fund Accounting Group will calculate, and apply, the Waiver monthly, based upon the average investment of Uninvested Cash made by the Investing Fund during the previous month in an Affiliated Money Market Fund. ii. The Waiver will not apply to those Investing Funds that do not charge an advisory fee, either due to the terms of their advisory agreement, or as a result of contractual or voluntary fee waivers. iii. The Waiver will not apply to cash collateral for securities lending. For purposes of the paragraph above, the following terms shall have the following meanings: (a) "Affiliated Money Market Fund" - any existing or future Trust that holds itself out as a money market fund and complies with Rule 2a-7 under the Investment Company Act of 1940, as amended; (b) "Investing Fund" - any Fund investing Cash Balances and/or Cash Collateral in an Affiliated Money Market Fund; and (c) "Uninvested Cash" - cash available and uninvested by a Trust that may result from a variety of sources, including dividends or interest received on portfolio securities, unsettled securities transactions, strategic reserves, matured investments, proceeds from liquidation of investment securities, dividend payments, or new investor capital. 2. Neither a Trust nor Invesco may remove or amend the Waiver to a Trust's detriment prior to the Expiration Date without requesting and receiving the approval of the Board of Trustee of the applicable Fund's Trust to remove or amend such Waiver. Invesco will not have any right to reimbursement of any amount so waived. The Boards of Trustees and Invesco may terminate or modify this Memorandum of Agreement prior to the Expiration Date only by mutual written consent. Invesco will not have any right to reimbursement of any amount so waived or reimbursed. Subject to the foregoing paragraphs, Invesco agrees to review the then-current waivers for each class of the Funds listed on the Exhibits on a date prior to the Expiration Date to determine whether such waivers should be amended, continued or terminated. The waivers will expire upon the Expiration Date unless Invesco has agreed to continue them. The Exhibits will be amended to reflect any such agreement. It is expressly agreed that the obligations of the Trusts hereunder shall not be binding upon any of the Trustees, shareholders, nominees, officers, agents or employees of the Trusts personally, but shall only bind the assets and property of the Funds, as provided in each Trust's Agreement and Declaration of Trust. The execution and delivery of this Memorandum of Agreement have been authorized by the Trustees of each Trust, and this Memorandum of Agreement has been executed and delivered by an authorized officer of each Trust acting as such; neither such authorization by such Trustees nor such execution and delivery by such officer shall be deemed to have been made by any of them individually or to impose any liability on any of them personally, but shall bind only the assets and property of the Funds, as provided in each Trust's Agreement and Declaration of Trust. IN WITNESS WHEREOF, each of the Trusts, on behalf of itself and its Funds listed in Exhibit A and B to this Memorandum of Agreement, and Invesco have entered into this Memorandum of Agreement as of the Effective Date on the attached Exhibits. AIM COUNSELOR SERIES TRUST (INVESCO COUNSELOR SERIES TRUST) AIM EQUITY FUNDS (INVESCO EQUITY FUNDS) AIM FUNDS GROUP (INVESCO FUNDS GROUP) AIM GROWTH SERIES (INVESCO GROWTH SERIES) AIM INTERNATIONAL MUTUAL FUNDS (INVESCO INTERNATIONAL MUTUAL FUNDS) AIM INVESTMENT FUNDS (INVESCO INVESTMENT FUNDS) AIM INVESTMENT SECURITIES FUNDS (INVESCO INVESTMENT SECURITIES FUNDS) AIM SECTOR FUNDS (INVESCO SECTOR FUNDS) AIM TAX-EXEMPT FUNDS (INVESCO TAX-EXEMPT FUNDS) AIM TREASURER'S SERIES TRUST (INVESCO TREASURER'S SERIES TRUST) AIM VARIABLE INSURANCE FUNDS (INVESCO VARIABLE INSURANCE FUNDS) INVESCO MUNICIPAL INCOME OPPORTUNITIES TRUST INVESCO QUALITY MUNICIPAL INCOME TRUST INVESCO SECURITIES TRUST INVESCO VALUE MUNICIPAL INCOME TRUST on behalf of the Funds listed in the Exhibit to this Memorandum of Agreement By: /s/ John M. Zerr -------------------------- Title: Senior Vice President INVESCO ADVISERS, INC. By: /s/ John M. Zerr -------------------------- Title: Senior Vice President EXHIBIT A TO ADVISORY FEE MOA
AIM COUNSELOR SERIES TRUST (INVESCO COUNSELOR EXPIRATION SERIES TRUST) WAIVER DESCRIPTION EFFECTIVE DATE DATE -------------------- ----------------------------------------------- -------------- ----------- Invesco Strategic Invesco will waive advisory fees in an amount Real Return Fund equal to the advisory fees earned on underlying affiliated investments 4/30/2014 04/30/2015 AIM INVESTMENT FUNDS (INVESCO EXPIRATION INVESTMENT FUNDS WAIVER DESCRIPTION EFFECTIVE DATE DATE -------------------- ----------------------------------------------- -------------- ----------- Invesco Global Invesco will waive advisory fees in an amount Targeted Returns equal to the advisory fees earned on Fund underlying affiliated investments 12/17/2013 12/31/2015 Invesco Strategic Invesco will waive advisory fees in an amount Income Fund equal to the advisory fees earned on underlying affiliated investments 5/2/2014 05/31/2015 AIM TREASURER'S SERIES TRUST (INVESCO TREASURER'S EXPIRATION SERIES TRUST) WAIVER DESCRIPTION EFFECTIVE DATE DATE -------------------- ----------------------------------------------- -------------- ----------- Premier Portfolio Invesco will waive advisory fees in the amount 2/1/2011 12/31/2014 of 0.07% of the Fund's average daily net assets Premier U.S. Invesco will waive advisory fees in the amount 2/1/2011 12/31/2014 Government Money of 0.07% of the Fund's average daily net Portfolio assets
EXHIBIT "B"
AIM COUNSELOR SERIES TRUST (INVESCO COUNSELOR SERIES TRUST) PORTFOLIO EFFECTIVE DATE COMMITTED UNTIL --------- ------------------ ------------------ Invesco American Franchise Fund February 12, 2010 December 31, 2014 Invesco California Tax-Free Income Fund February 12, 2010 December 31, 2014 Invesco Core Plus Bond Fund June 2, 2009 December 31, 2014 Invesco Equally-Weighted S&P 500 Fund February 12, 2010 December 31, 2014 Invesco Equity and Income Fund February 12, 2010 December 31, 2014 Invesco Floating Rate Fund July 1, 2007 December 31, 2014 Invesco Global Real Estate Income Fund July 1, 2007 December 31, 2014 Invesco Growth and Income Fund February 12, 2010 December 31, 2014 Invesco Low Volatility Equity Yield Fund July 1, 2007 December 31, 2014 Invesco Pennsylvania Tax Free Income Fund February 12, 2010 December 31, 2014 Invesco S&P 500 Index Fund February 12, 2010 December 31, 2014 Invesco Small Cap Discovery Fund February 12, 2010 December 31, 2014 Invesco Strategic Real Return Fund April 30, 2014 April 30, 2015 AIM EQUITY FUNDS (INVESCO EQUITY FUNDS) PORTFOLIO EFFECTIVE DATE COMMITTED UNTIL --------- ------------------ ------------------ Invesco Charter Fund July 1, 2007 February 28, 2015 Invesco Diversified Dividend Fund July 1, 2007 February 28, 2015 Invesco Summit Fund July 1, 2007 February 28, 2015 AIM FUNDS GROUP (INVESCO FUNDS GROUP) FUND EFFECTIVE DATE COMMITTED UNTIL ---- ------------------ ------------------ Invesco European Small Company Fund July 1, 2007 April 30, 2015 Invesco Global Core Equity Fund July 1, 2007 April 30, 2015 Invesco International Small Company Fund July 1, 2007 April 30, 2015 Invesco Small Cap Equity Fund July 1, 2007 April 30, 2015 AIM GROWTH SERIES (INVESCO GROWTH SERIES) FUND EFFECTIVE DATE COMMITTED UNTIL ---- ------------------ ------------------ Invesco Convertible Securities Fund February 12, 2010 April 30, 2015 Invesco Global Low Volatility Equity Yield Fund July 1, 2007 April 30, 2015 Invesco Mid Cap Core Equity Fund July 1, 2007 April 30, 2015 Invesco Multi-Asset Inflation Fund April 30, 2014 April 30, 2015 Invesco Small Cap Growth Fund July 1, 2007 April 30, 2015 Invesco U.S. Mortgage Fund February 12, 2010 April 30, 2015
AIM INTERNATIONAL MUTUAL FUNDS (INVESCO INTERNATIONAL MUTUAL FUNDS) FUND EFFECTIVE DATE COMMITTED UNTIL ---- ------------------- ------------------ Invesco Asia Pacific Growth Fund July 1, 2007 February 28, 2015 Invesco European Growth Fund July 1, 2007 February 28, 2015 Invesco Global Growth Fund July 1, 2007 February 28, 2015 Invesco Global Opportunities Fund August 3, 2012 February 28, 2015 Invesco Global Small & Mid Cap Growth Fund July 1, 2007 February 28, 2015 Invesco International Core Equity Fund July 1, 2007 February 28, 2015 Invesco International Growth Fund July 1, 2007 February 28, 2015 Invesco Select Opportunities Fund August 3, 2012 February 28, 2015 AIM INVESTMENT FUNDS (INVESCO INVESTMENT FUNDS) FUND EFFECTIVE DATE COMMITTED UNTIL ---- ------------------- ------------------ Invesco All Cap Market Neutral Fund December 17, 2013 December 31, 2015 Invesco Balanced-Risk Allocation Fund/1/ May 29, 2009 February 28, 2015 Invesco Balanced-Risk Commodity Strategy Fund/2/ November 29, 2010 February 28, 2015 Invesco China Fund July 1, 2007 February 28, 2015 Invesco Developing Markets Fund July 1, 2007 February 28, 2015 Invesco Emerging Markets Equity Fund May 11, 2011 February 28, 2015 Invesco Emerging Market Local Currency Debt Fund June 14, 2010 February 28, 2015 Invesco Endeavor Fund July 1, 2007 February 28, 2015 Invesco Global Health Care Fund July 1, 2007 February 28, 2015 Invesco Global Infrastructure Fund May 2, 2014 May 31, 2015 Invesco Global Market Neutral Fund December 17, 2013 December 31, 2015 Invesco Global Markets Strategy Fund/3/ September 25, 2012 February 28, 2015 Invesco Global Targeted Returns Fund/4/ December 17, 2013 December 31, 2015 Invesco International Total Return Fund July 1, 2007 February 28, 2015 Invesco Long/Short Equity Fund December 17, 2013 December 31, 2015 Invesco Low Volatility Emerging Markets Fund December 17, 2013 December 31, 2015 Invesco Macro International Equity Fund December 17, 2013 December 31, 2015 Invesco Macro Long/Short Fund December 17, 2013 December 31, 2015 Invesco Pacific Growth Fund February 12, 2010 February 28, 2015 Invesco Premium Income Fund December 13, 2011 February 28, 2015 Invesco Select Companies Fund July 1, 2007 February 28, 2015 Invesco Strategic Income Fund May 2, 2014 May 31, 2015 AIM INVESTMENT SECURITIES FUNDS (INVESCO INVESTMENT SECURITIES FUNDS) FUND EFFECTIVE DATE COMMITTED UNTIL ---- ------------------- ------------------ Invesco Corporate Bond Fund February 12, 2010 June 30, 2014 Invesco Global Real Estate Fund July 1, 2007 June 30, 2014 Invesco High Yield Fund July 1, 2007 June 30, 2014 Invesco Limited Maturity Treasury Fund July 1, 2007 June 30, 2014 Invesco Money Market Fund July 1, 2007 June 30, 2014 Invesco Real Estate Fund July 1, 2007 June 30, 2014 Invesco Short Term Bond Fund July 1, 2007 June 30, 2014 Invesco U.S. Government Fund July 1, 2007 June 30, 2014 -------- /1/ Advisory fees to be waived by Invesco for Invesco Balanced-Risk Allocation Fund also include advisory fees that Invesco receives on the Uninvested Cash from the Affiliated Money Market Fund in which Invesco Cayman Commodity Fund I, Ltd. invests. 2 Advisory fees to be waived by Invesco for Invesco Balanced-Risk Commodity Strategy Fund also include advisory fees that Invesco receives on the Uninvested Cash from the Affiliated Money Market Fund in which Invesco Cayman Commodity Fund III, Ltd. invests. 3 Advisory fees to be waived by Invesco for Invesco Global Markets Strategy Fund also include advisory fees that Invesco receives on the Uninvested Cash from the Affiliated Money Market Fund in which Invesco Cayman Commodity Fund V, Ltd. invests. 4 Advisory fees to be waived by Invesco for Invesco Global Targeted Returns Fund also include advisory fees that Invesco receives on the Uninvested Cash from the Affiliated Money Market Fund in which Invesco Cayman Commodity Fund VII, Ltd. invests. SUB-ITEM 77Q(1)(E) AIM SECTOR FUNDS (INVESCO SECTOR FUNDS) FUND EFFECTIVE DATE COMMITTED UNTIL ---- ------------------ --------------- Invesco American Value Fund February 12, 2010 June 30, 2014 Invesco Comstock Fund February 12, 2010 June 30, 2014 Invesco Energy Fund July 1, 2007 June 30, 2014 Invesco Dividend Income Fund July 1, 2007 June 30, 2014 Invesco Gold & Precious Metals Fund July 1, 2007 June 30, 2014 Invesco Mid Cap Growth Fund February 12, 2010 June 30, 2014 Invesco Small Cap Value Fund February 12, 2010 June 30, 2014 Invesco Technology Fund July 1, 2007 June 30, 2014 Invesco Technology Sector Fund February 12, 2010 June 30, 2014 Invesco Value Opportunities Fund February 12, 2010 June 30, 2014 AIM TAX-EXEMPT FUNDS (INVESCO TAX-EXEMPT FUNDS) FUND EFFECTIVE DATE COMMITTED UNTIL ---- ------------------ --------------- Invesco High Yield Municipal Fund February 12, 2010 June 30, 2014 Invesco Intermediate Term Municipal Income Fund February 12, 2010 June 30, 2014 Invesco Municipal Income Fund February 12, 2010 June 30, 2014 Invesco New York Tax Free Income Fund February 12, 2010 June 30, 2014 Invesco Tax-Exempt Cash Fund July 1, 2007 June 30, 2014 Invesco Tax-Free Intermediate Fund July 1, 2007 June 30, 2014 AIM VARIABLE INSURANCE FUNDS (INVESCO VARIABLE INSURANCE FUNDS) FUND EFFECTIVE DATE COMMITTED UNTIL ---- ------------------ --------------- Invesco V.I. American Franchise Fund February 12, 2010 April 30, 2015 Invesco V.I. American Value Fund February 12, 2010 April 30, 2015 Invesco V.I. Balanced-Risk Allocation Fund/5/ December 22, 2010 April 30, 2015 Invesco V.I. Comstock Fund February 12, 2010 April 30, 2015 Invesco V.I. Core Equity Fund July 1, 2007 April 30, 2015 Invesco V.I. Diversified Dividend Fund February 12, 2010 April 30, 2015 Invesco V.I. Diversified Income Fund July 1, 2007 April 30, 2015 Invesco V.I. Equally-Weighted S&P 500 Fund February 12, 2010 April 30, 2015 Invesco V.I. Equity and Income Fund February 12, 2010 April 30, 2015 Invesco V.I. Global Core Equity Fund February 12, 2010 April 30, 2015 Invesco V.I. Global Health Care Fund July 1, 2007 April 30, 2015 Invesco V.I. Global Real Estate Fund July 1, 2007 April 30, 2015 Invesco V.I. Government Securities Fund July 1, 2007 April 30, 2015 Invesco V.I. Growth and Income Fund February 12, 2010 April 30, 2015 Invesco V.I. High Yield Fund July 1, 2007 April 30, 2015 Invesco V.I. International Growth Fund July 1, 2007 April 30, 2015 Invesco V.I. Mid Cap Core Equity Fund July 1, 2007 April 30, 2015 Invesco V.I. Mid Cap Growth Fund February 12, 2010 April 30, 2015 Invesco V.I. Money Market Fund July 1, 2007 April 30, 2015 Invesco V.I. S&P 500 Index Fund February 12, 2010 April 30, 2015 Invesco V.I. Small Cap Equity Fund July 1, 2007 April 30, 2015 Invesco V.I. Technology Fund July 1, 2007 April 30, 2015 Invesco V.I. Managed Volatility Fund July 1, 2007 April 30, 2015 Invesco V.I. Value Opportunities Fund July 1, 2007 April 30, 2015 /5/ Advisory fees to be waived by Invesco for Invesco V.I. Balanced-Risk Allocation Fund also include advisory fees that Invesco receives on the Uninvested Cash from the Affiliated Money Market Fund in which Invesco Cayman Commodity Fund IV, Ltd. invests. INVESCO SECURITIES TRUST FUND EFFECTIVE DATE COMMITTED UNTIL ---- ----------------- ------------------ Invesco Balanced-Risk Aggressive Allocation Fund January 16, 2013 February 28, 2015 CLOSED-END FUNDS FUND EFFECTIVE DATE COMMITTED UNTIL ---- ----------------- ------------------ Invesco Municipal Income Opportunities Trust June 1, 2010 June 30, 2014 Invesco Quality Municipal Income Trust June 1, 2010 June 30, 2014 Invesco Value Municipal Income Trust June 1, 2010 June 30, 2014 SUB-ITEM 77Q1(E) AMENDMENT NO. 7 TO MASTER INTERGROUP SUB-ADVISORY CONTRACT FOR MUTUAL FUNDS This Amendment dated as of July 15, 2013, amends the Master Intergroup Sub-Advisory Contract for Mutual Funds (the "Contract"), dated May 1, 2008, between Invesco Advisers, Inc., (the "Adviser"), on behalf of AIM Sector Funds (Invesco Sector Funds), and each of Invesco Canada Ltd., Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Ltd., Invesco Australia Limited, Invesco Hong Kong Limited and Invesco Senior Secured Management, Inc. (each a "Sub-Adviser" and, collectively, the "Sub-Advisers"). W I T N E S S E T H: WHEREAS, the Trust desires to amend the Agreement to remove Invesco Leisure Fund; NOW, THEREFORE, the parties agree that; 1. Exhibit A to the Contract is hereby deleted in its entirety and replaced with the following: "EXHIBIT A FUNDS Invesco Energy Fund Invesco Gold & Precious Metals Fund Invesco Technology Fund Invesco Dividend Income Fund Invesco Technology Sector Fund Invesco American Value Fund Invesco Comstock Fund Invesco Mid Cap Growth Fund Invesco Small Cap Value Fund Invesco Value Opportunities Fund" 2. All other terms and provisions of the Contract not amended shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this Contract to be executed by their officers designated as of the day and year first above written. INVESCO ADVISERS, INC. Adviser By: /s/ John M. Zerr ------------------------------ Name: John M. Zerr ------------------------------ Title: Senior Vice President ------------------------------ 2 INVESCO CANADA LTD. Sub-Adviser By: /s/ Harsh Damani ------------------------------ Name: Harsh Damani ------------------------------ Title: SVP, Funds & CFO ------------------------------ By: David C. Warren ------------------------------ Name: /s/ David C. Warren ------------------------------ Title: EVP & CFO ------------------------------ 3 INVESCO ASSET MANAGEMENT DEUTSCHLAND GMBH Sub-Adviser By: /s/ C. Puschmann /s/ Leif Baumann ----------------------------------- Name: C. Puschmann Leif Baumann ----------------------------------- Title: Managing Director Procurist ----------------------------------- 4 INVESCO ASSET MANAGEMENT LIMITED Sub-Adviser By: /s/ M. Mcloughlin ------------------------------ Name: M. Mcloughlin ------------------------------ Title: Director ------------------------------ 5 INVESCO ASSET MANAGEMENT (JAPAN) LTD. Sub-Adviser By: /s/ Masakazu Hasegawa ------------------------------ Name: Masakazu Hasegawa ------------------------------ Title: Managing Director ------------------------------ 6 INVESCO AUSTRALIA LIMITED Sub-Adviser By: /s/ Nick Burrell ------------------------------ Name: Nick Burrell ------------------------------ Title: Company Secretary ------------------------------ 7 INVESCO HONG KONG LIMITED Sub-Adviser By: /s/ Fanny Lee /s/ Gracie Liu ------------------------------ Name: Fanny Lee Gracie Liu ------------------------------ Title: Director Director ------------------------------ 8 INVESCO SENIOR SECURED MANAGEMENT, INC. Sub-Adviser By: /s/ Jeffrey H. Kupor ------------------------------ Name: Jeffrey H. Kupor ------------------------------ Title: Secretary & General Counsel ------------------------------ 9