EX-99.77Q1E 5 d544086dex9977q1e.txt EX-99.77Q1E Sub-Item 77Q1(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 Advantage Municipal Income Trust II, Invesco Bond Fund, Invesco California Value Municipal Income Trust, Invesco Dynamic Credit Opportunities Fund, Invesco Exchange Fund, Invesco High Income 2023 Target Term Fund, Invesco High Income 2024 Target Term Fund, Invesco High Income Trust II, Invesco Management Trust, Invesco Municipal Income Opportunities Trust, Invesco Municipal Opportunity Trust, Invesco Municipal Trust, Invesco Pennsylvania Value Municipal Income Trust, Invesco Quality Municipal Income Trust, Invesco Securities Trust, Invesco Senior Income Trust, Invesco Trust for Investment Grade Municipals, Invesco Trust for Investment Grade New York Municipals 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. 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 INVESCO DYNAMIC CREDIT OPPORTUNITIES COUNSELOR SERIES TRUST) FUND AIM EQUITY FUNDS (INVESCO EQUITY FUNDS) INVESCO EXCHANGE FUND AIM FUNDS GROUP (INVESCO FUNDS GROUP) INVESCO HIGH INCOME 2023 TARGET TERM AIM GROWTH SERIES (INVESCO GROWTH FUND SERIES) INVESCO HIGH INCOME 2024 TARGET TERM AIM INTERNATIONAL MUTUAL FUNDS FUND (INVESCO INTERNATIONAL MUTUAL FUNDS) INVESCO HIGH INCOME TRUST II AIM INVESTMENT FUNDS (INVESCO INVESCO MANAGEMENT TRUST INVESTMENT FUNDS) INVESCO MUNICIPAL INCOME OPPORTUNITIES AIM INVESTMENT SECURITIES FUNDS TRUST (INVESCO INVESTMENT SECURITIES FUNDS) INVESCO MUNICIPAL OPPORTUNITY TRUST AIM SECTOR FUNDS (INVESCO SECTOR INVESCO MUNICIPAL TRUST FUNDS) INVESCO PENNSYLVANIA VALUE MUNICIPAL AIM TAX-EXEMPT FUNDS (INVESCO TAX- INCOME TRUST EXEMPT FUNDS) INVESCO QUALITY MUNICIPAL INCOME TRUST AIM TREASURER'S SERIES TRUST (INVESCO INVESCO SECURITIES TRUST TREASURER'S SERIES TRUST) INVESCO SENIOR INCOME TRUST AIM VARIABLE INSURANCE FUNDS (INVESCO INVESCO TRUST FOR INVESTMENT GRADE VARIABLE INSURANCE FUNDS) MUNICIPALS INVESCO ADVANTAGE MUNICIPAL INCOME INVESCO TRUST FOR INVESTMENT GRADE TRUST II NEW YORK MUNICIPALS INVESCO BOND FUND INVESCO VALUE MUNICIPAL INCOME TRUST INVESCO CALIFORNIA 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 4/30/2014 06/30/2019 Real Return fees in an amount equal to Fund the advisory fees earned on underlying affiliated investments AIM INVESTMENT FUNDS (INVESCO EXPIRATION INVESTMENT FUNDS WAIVER DESCRIPTION EFFECTIVE DATE DATE -------------------- --------------------------- -------------- ----------- Invesco Invesco will waive advisory 02/24/15 06/30/2019 Balanced-Risk fees in an amount equal to Commodity the advisory fees earned on Strategy Fund underlying affiliated investments Invesco Global Invesco will waive advisory 12/17/2013 06/30/2019 Targeted fees in an amount equal to Returns Fund the advisory fees earned on underlying affiliated investments AIM TREASURER'S SERIES TRUST (INVESCO TREASURER'S EXPIRATION SERIES TRUST) WAIVER DESCRIPTION EFFECTIVE DATE DATE -------------------- --------------------------- -------------- ----------- Invesco Premier Invesco will waive advisory 2/1/2011 12/31/2018 Portfolio fees in the amount of 0.07% of the Fund's average daily net assets Invesco Premier Invesco will waive advisory 2/1/2011 12/31/2018 U.S. fees in the amount of 0.07% Government of the Fund's average daily Money net assets Portfolio Invesco Premier Invesco will waive advisory 06/01/2016 12/31/2018 Tax-Exempt fees in the amount of 0.05% Portfolio of the Fund's average daily net assets EXHIBIT "B" AIM COUNSELOR SERIES TRUST (INVESCO COUNSELOR SERIES TRUST) PORTFOLIO EFFECTIVE DATE COMMITTED UNTIL --------- ------------------ --------------- Invesco American Franchise Fund February 12, 2010 June 30, 2019 Invesco California Tax-Free Income Fund February 12, 2010 June 30, 2019 Invesco Core Plus Bond Fund June 2, 2009 June 30, 2019 Invesco Equally-Weighted S&P 500 Fund February 12, 2010 June 30, 2019 Invesco Equity and Income Fund February 12, 2010 June 30, 2019 Invesco Floating Rate Fund July 1, 2007 June 30, 2019 Invesco Global Real Estate Income Fund July 1, 2007 June 30, 2019 Invesco Growth and Income Fund February 12, 2010 June 30, 2019 Invesco Low Volatility Equity Yield Fund July 1, 2007 June 30, 2019 Invesco Pennsylvania Tax Free Income Fund February 12, 2010 June 30, 2019 Invesco S&P 500 Index Fund February 12, 2010 June 30, 2019 Invesco Short Duration High Yield Municipal Fund September 30, 2015 June 30, 2019 Invesco Small Cap Discovery Fund February 12, 2010 June 30, 2019 Invesco Strategic Real Return Fund April 30, 2014 June 30, 2019 AIM EQUITY FUNDS (INVESCO EQUITY FUNDS) PORTFOLIO EFFECTIVE DATE COMMITTED UNTIL --------- ------------------ --------------- Invesco Charter Fund July 1, 2007 June 30, 2019 Invesco Diversified Dividend Fund July 1, 2007 June 30, 2019 Invesco Summit Fund July 1, 2007 June 30, 2019 AIM FUNDS GROUP (INVESCO FUNDS GROUP) FUND EFFECTIVE DATE COMMITTED UNTIL ---- ------------------ --------------- Invesco European Small Company Fund July 1, 2007 June 30, 2019 Invesco Global Core Equity Fund July 1, 2007 June 30, 2019 Invesco International Small Company Fund July 1, 2007 June 30, 2019 Invesco Small Cap Equity Fund July 1, 2007 June 30, 2019 AIM GROWTH SERIES (INVESCO GROWTH SERIES) FUND EFFECTIVE DATE COMMITTED UNTIL ---- ------------------ --------------- Invesco Alternative Strategies Fund October 14, 2014 June 30, 2019 Invesco Convertible Securities Fund February 12, 2010 June 30, 2019 Invesco Global Low Volatility Equity Yield Fund July 1, 2007 June 30, 2019 Invesco Mid Cap Core Equity Fund July 1, 2007 June 30, 2019 Invesco Multi-Asset Inflation Fund October 14, 2014 June 30, 2019 Invesco Quality Income Fund February 12, 2010 June 30, 2019 Invesco Small Cap Growth Fund July 1, 2007 June 30, 2019 AIM INTERNATIONAL MUTUAL FUNDS (INVESCO INTERNATIONAL MUTUAL FUNDS)
FUND EFFECTIVE DATE COMMITTED UNTIL ---- ----------------- --------------- Invesco Asia Pacific Growth Fund July 1, 2007 June 30, 2019 Invesco European Growth Fund July 1, 2007 June 30, 2019 Invesco Global Growth Fund July 1, 2007 June 30, 2019 Invesco Global Opportunities Fund August 3, 2012 June 30, 2019 Invesco Global Responsibility Equity Fund June 30, 2016 June 30, 2019 Invesco Global Small & Mid Cap Growth Fund July 1, 2007 June 30, 2019 Invesco International Companies Fund December 21, 2015 June 30, 2019 Invesco International Core Equity Fund July 1, 2007 June 30, 2019 Invesco International Growth Fund July 1, 2007 June 30, 2019 Invesco Select Opportunities Fund August 3, 2012 June 30, 2019
AIM INVESTMENT FUNDS (INVESCO INVESTMENT FUNDS)
FUND EFFECTIVE DATE COMMITTED UNTIL ---- ------------------ --------------- Invesco All Cap Market Neutral Fund December 17, 2013 June 30, 2019 Invesco Balanced-Risk Allocation Fund/1/ May 29, 2009 June 30, 2019 Invesco Balanced-Risk Commodity Strategy Fund/2/ November 29, 2010 June 30, 2019 Invesco Developing Markets Fund July 1, 2007 June 30, 2019 Invesco Emerging Markets Equity Fund May 11, 2011 June 30, 2019 Invesco Emerging Markets Flexible Bond Fund/3/ June 14, 2010 June 30, 2019 Invesco Endeavor Fund July 1, 2007 June 30, 2019 Invesco Global Health Care Fund July 1, 2007 June 30, 2019 Invesco Global Infrastructure Fund May 2, 2014 June 30, 2019 Invesco Global Market Neutral Fund December 17, 2013 June 30, 2019 Invesco Global Targeted Returns Fund/5/ December 17, 2013 June 30, 2019 Invesco Greater China Fund July 1, 2007 June 30, 2019 Invesco Long/Short Equity Fund December 17, 2013 June 30, 2019 Invesco Low Volatility Emerging Markets Fund December 17, 2013 June 30, 2019 Invesco Macro Allocation Strategy Fund/4/ September 25, 2012 June 30, 2019 Invesco MLP Fund August 29, 2014 June 30, 2019 Invesco Multi-Asset Income Fund/6/ December 13, 2011 June 30, 2019 Invesco Pacific Growth Fund February 12, 2010 June 30, 2019 Invesco Select Companies Fund July 1, 2007 June 30, 2019 Invesco World Bond Fund July 1, 2007 June 30, 2019 Invesco U.S. Managed Volatility Fund December 18, 2017 June 30, 2019
AIM INVESTMENT SECURITIES FUNDS (INVESCO INVESTMENT SECURITIES FUNDS)
FUND EFFECTIVE DATE COMMITTED UNTIL ---- ----------------- --------------- Invesco Corporate Bond Fund February 12, 2010 June 30, 2019 Invesco Global Real Estate Fund July 1, 2007 June 30, 2019 Invesco Government Money Market Fund July 1, 2007 June 30, 2019 Invesco High Yield Fund July 1, 2007 June 30, 2019
-------- /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 Emerging Markets Flexible Bond Fund also include advisory fees that Invesco receives on the Uninvested Cash from the Affiliated Money Market Fund in which Invesco Emerging Markets Flexible Bond Cayman, Ltd. invests. 4 Advisory fees to be waived by Invesco for Invesco Macro Allocation 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. 5 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. 6 Advisory fees to be waived by Invesco for Invesco Multi-Asset Income Fund also include advisory fees that Invesco receives on the Uninvested Cash from the Affiliated Money Market Fund in which Invesco Multi-Asset Income Cayman, Ltd. invests. Invesco Real Estate Fund July 1, 2007 June 30, 2019 Invesco Short Duration Inflation Protected Fund July 1, 2007 June 30, 2019 Invesco Short Term Bond Fund July 1, 2007 June 30, 2019 Invesco U.S. Government Fund July 1, 2007 June 30, 2019
AIM SECTOR FUNDS (INVESCO SECTOR FUNDS)
FUND EFFECTIVE DATE COMMITTED UNTIL ---- ----------------- --------------- Invesco American Value Fund February 12, 2010 June 30, 2019 Invesco Comstock Fund February 12, 2010 June 30, 2019 Invesco Energy Fund July 1, 2007 June 30, 2019 Invesco Dividend Income Fund July 1, 2007 June 30, 2019 Invesco Gold & Precious Metals Fund July 1, 2007 June 30, 2019 Invesco Mid Cap Growth Fund February 12, 2010 June 30, 2019 Invesco Small Cap Value Fund February 12, 2010 June 30, 2019 Invesco Technology Fund July 1, 2007 June 30, 2019 Invesco Technology Sector Fund February 12, 2010 June 30, 2019 Invesco Value Opportunities Fund February 12, 2010 June 30, 2019
AIM TAX-EXEMPT FUNDS (INVESCO TAX-EXEMPT FUNDS)
FUND EFFECTIVE DATE COMMITTED UNTIL ---- ----------------- --------------- Invesco High Yield Municipal Fund February 12, 2010 June 30, 2019 Invesco Intermediate Term Municipal Income Fund February 12, 2010 June 30, 2019 Invesco Municipal Income Fund February 12, 2010 June 30, 2019 Invesco New York Tax Free Income Fund February 12, 2010 June 30, 2019 Invesco Tax-Exempt Cash Fund July 1, 2007 June 30, 2019 Invesco Limited Term Municipal Income Fund July 1, 2007 June 30, 2019
AIM VARIABLE INSURANCE FUNDS (INVESCO VARIABLE INSURANCE FUNDS)
FUND EFFECTIVE DATE COMMITTED UNTIL ---- ----------------- --------------- Invesco V.I. American Franchise Fund February 12, 2010 June 30, 2019 Invesco V.I. American Value Fund February 12, 2010 June 30, 2019 Invesco V.I. Balanced-Risk Allocation Fund/7/ December 22, 2010 June 30, 2019 Invesco V.I. Comstock Fund February 12, 2010 June 30, 2019 Invesco V.I. Core Equity Fund July 1, 2007 June 30, 2019 Invesco V.I. Core Plus Bond Fund April 30, 2015 June 30, 2019 Invesco V.I. Diversified Dividend Fund February 12, 2010 June 30, 2019 Invesco V.I. Equally-Weighted S&P 500 Fund February 12, 2010 June 30, 2019 Invesco V.I. Equity and Income Fund February 12, 2010 June 30, 2019 Invesco V.I. Global Core Equity Fund February 12, 2010 June 30, 2019 Invesco V.I. Global Health Care Fund July 1, 2007 June 30, 2019 Invesco V.I. Global Real Estate Fund July 1, 2007 June 30, 2019 Invesco V.I. Government Money Market Fund July 1, 2007 June 30, 2019 Invesco V.I. Government Securities Fund July 1, 2007 June 30, 2019 Invesco V.I. Growth and Income Fund February 12, 2010 June 30, 2019 Invesco V.I. High Yield Fund July 1, 2007 June 30, 2019 Invesco V.I. International Growth Fund July 1, 2007 June 30, 2019 Invesco V.I. Managed Volatility Fund July 1, 2007 June 30, 2019 Invesco V.I. Mid Cap Core Equity Fund July 1, 2007 June 30, 2019 Invesco V.I. Mid Cap Growth Fund February 12, 2010 June 30, 2019 Invesco V.I. S&P 500 Index Fund February 12, 2010 June 30, 2019 Invesco V.I. Small Cap Equity Fund July 1, 2007 June 30, 2019 Invesco V.I. Technology Fund July 1, 2007 June 30, 2019 Invesco V.I. Value Opportunities Fund July 1, 2007 June 30, 2019
/7/ 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 EXCHANGE FUND FUND EFFECTIVE DATE COMMITTED UNTIL ---- ------------------ --------------- Invesco Exchange Fund September 30, 2015 June 30, 2019 INVESCO SECURITIES TRUST FUND EFFECTIVE DATE COMMITTED UNTIL ---- ------------------ --------------- Invesco Balanced-Risk Aggressive Allocation Fund/8/ January 16, 2013 June 30, 2019 INVESCO MANAGEMENT TRUST FUND EFFECTIVE DATE COMMITTED UNTIL ---- ------------------ --------------- Invesco Conservative Income Fund July 1, 2014 June 30, 2019 CLOSED-END FUNDS FUND EFFECTIVE DATE COMMITTED UNTIL ---- ------------------ --------------- Invesco Advantage Municipal Income Trust II May 15, 2012 June 30, 2019 Invesco Bond Fund August 26, 2015 June 30, 2019 Invesco California Value Municipal Income Trust May 15, 2012 June 30, 2019 Invesco Dynamic Credit Opportunities Fund May 15, 2012 June 30, 2019 Invesco High Income 2023 Target Term Fund November 28, 20016 June 30, 2019 Invesco High Income 2024 Target Term Fund November 30, 2017 June 30, 2019 Invesco High Income Trust II May 15, 2012 June 30, 2019 Invesco Municipal Income Opportunities Trust August 26, 2015 June 30, 2019 Invesco Municipal Opportunity Trust May 15, 2012 June 30, 2019 Invesco Municipal Trust May 15, 2012 June 30, 2019 Invesco Pennsylvania Value Municipal Income Trust May 15, 2012 June 30, 2019 Invesco Quality Municipal Income Trust August 26, 2015 June 30, 2019 Invesco Senior Income Trust May 15, 2012 June 30, 2019 Invesco Trust for Investment Grade Municipals May 15, 2012 June 30, 2019 Invesco Trust for Investment Grade New York Municipals May 15, 2012 June 30, 2019 Invesco Value Municipal Income Trust June 1, 2010 June 30, 2019
/8/ Advisory fees to be waived by Invesco for Invesco Balanced-Risk Aggressive 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 VI, Ltd. invests. Sub-Item 77Q1(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 Management Trust, Invesco Securities 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. Neither a Trust nor Invesco may remove or amend the Contractual Limits to a Trust's detriment prior to the Expiration Date without requesting and receiving the approval of the Board of Trustees of the applicable Fund's Trust to remove or amend such Contractual Limits. 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 MANAGEMENT TRUST INVESCO SECURITIES 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 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, 2018 Class B Shares Contractual 2.75% July 1, 2013 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2013 June 30, 2018 Class R Shares Contractual 2.25% July 1, 2013 June 30, 2018 Class R5 Shares Contractual 1.75% July 1, 2013 June 30, 2018 Class R6 Shares Contractual 1.75% July 1, 2013 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2013 June 30, 2018 Invesco California Tax-Free Income Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2018 Class B Shares Contractual 2.00% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.00% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.25% April 4, 2017 June 30, 2018 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2018 Invesco Core Plus Bond Fund Class A Shares Contractual 0.75% December 16, 2016 December 31, 2018 Class B Shares Contractual 1.50% December 16, 2016 December 31, 2018 Class C Shares Contractual 1.50% December 16, 2016 December 31, 2018 Class R Shares Contractual 1.00% December 16, 2016 December 31, 2018 Class R5 Shares Contractual 0.50% December 16, 2016 December 31, 2018 Class R6 Shares Contractual 0.50% December 16, 2016 December 31, 2018 Class Y Shares Contractual 0.50% December 16, 2016 December 31, 2018 Invesco Equally-Weighted S&P 500 Fund Class A Shares Contractual 2.00% July 1, 2012 June 30, 2018 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class R Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2018 Invesco Equity and Income Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2018 Class B Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class R Shares Contractual 1.75% July 1, 2012 June 30, 2018 Class R5 Shares Contractual 1.25% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.25% September 24, 2012 June 30, 2018 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2018 Invesco Floating Rate Fund Class A Shares Contractual 1.50% April 14, 2006 June 30, 2018 Class C Shares Contractual 2.00% April 14, 2006 June 30, 2018 Class R Shares Contractual 1.75% April 14, 2006 June 30, 2018 Class R5 Shares Contractual 1.25% April 14, 2006 June 30, 2018 Class R6 Shares Contractual 1.25% September 24, 2012 June 30, 2018 Class Y Shares Contractual 1.25% October 3, 2008 June 30, 2018 Invesco Global Real Estate Income Fund Class A Shares Contractual 2.00% July 1, 2009 June 30, 2018 Class B Shares Contractual 2.75% July 1, 2009 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2009 June 30, 2018 Class R5 Shares Contractual 1.75% July 1, 2009 June 30, 2018 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2009 June 30, 2018 See page 18 for footnotes to Exhibit A.
3
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ --------------------- ------------------ ----------------- Invesco Growth and Income Fund Class A Shares Contractual 2.00% July 1, 2012 June 30, 2018 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class R Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class R5 Shares Contractual 1.75% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2018 Invesco Low Volatility Equity Yield Fund Class A Shares Contractual 2.00% July 1, 2012 June 30, 2018 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class R Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class R5 Shares Contractual 1.75% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.75% April 4, 2017 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2018 Investor Class Shares Contractual 2.00% July 1, 2012 June 30, 2018 Invesco Pennsylvania Tax Free Income Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2018 Class B Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.25% April 4, 2017 June 30, 2018 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2018 Invesco S&P 500 Index Fund Class A Shares Contractual 2.00% July 1, 2012 June 30, 2018 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.75% April 4, 2017 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2018 Invesco Short Duration High Yield Municipal Fund Class A Shares Contractual 0.79% September 30, 2015 December 31, 2018 Class C Shares Contractual 1.54% September 30, 2015 December 31, 2018 Class R5 Shares Contractual 0.54% September 30, 2015 December 31, 2018 Class R6 Shares Contractual 0.54% April 4, 2017 December 31, 2018 Class Y Shares Contractual 0.54% September 30, 2015 December 31, 2018 Invesco Small Cap Discovery Fund Class A Shares Contractual 2.00% July 1, 2012 June 30, 2018 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class R5 Shares Contractual 1.75% September 24, 2012 June 30, 2018 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2018 Invesco Strategic Real Return Fund Class A Shares Contractual 0.82% less net AFFE* April 30, 2014 December 31, 2018 Class C Shares Contractual 1.57% less net AFFE* April 30, 2014 December 31, 2018 Class R Shares Contractual 1.07% less net AFFE* April 30, 2014 December 31, 2018 Class R5 Shares Contractual 0.57% less net AFFE* April 30, 2014 December 31, 2018 Class R6 Shares Contractual 0.57% less net AFFE* April 30, 2014 December 31, 2018 Class Y Shares Contractual 0.57% less net AFFE* April 30, 2014 December 31, 2018
See page 18 for footnotes to Exhibit A. 4 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, 2018 Class B Shares Contractual 2.75% July 1, 2009 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2009 June 30, 2018 Class R Shares Contractual 2.25% July 1, 2009 June 30, 2018 Class R5 Shares Contractual 1.75% July 1, 2009 June 30, 2018 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2018 Class S Shares Contractual 1.90% September 25, 2009 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2009 June 30, 2018 Invesco Diversified Dividend Fund Class A Shares Contractual 2.00% July 1, 2013 June 30, 2018 Class B Shares Contractual 2.75% July 1, 2013 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2013 June 30, 2018 Class R Shares Contractual 2.25% July 1, 2013 June 30, 2018 Class R5 Shares Contractual 1.75% July 1, 2013 June 30, 2018 Class R6 Shares Contractual 1.75% July 1, 2013 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2013 June 30, 2018 Investor Class Shares Contractual 2.00% July 1, 2013 June 30, 2018 Invesco Summit Fund Class A Shares Contractual 2.00% July 1, 2009 June 30, 2018 Class B Shares Contractual 2.75% July 1, 2009 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2009 June 30, 2018 Class P Shares Contractual 1.85% July 1, 2009 June 30, 2018 Class R5 Shares Contractual 1.75% July 1, 2009 June 30, 2018 Class R6 Shares Contractual 1.75% April 4, 2017 June 30, 2018 Class S Shares Contractual 1.90% September 25, 2009 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2009 June 30, 2018 AIM FUNDS GROUP (INVESCO FUNDS GROUP) CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ------------------ -------------- Invesco European Small Company Fund Class A Shares Contractual 2.25% July 1, 2009 June 30, 2018 Class B Shares Contractual 3.00% July 1, 2009 June 30, 2018 Class C Shares Contractual 3.00% July 1, 2009 June 30, 2018 Class R6 Shares Contractual 2.00% April 4, 2017 June 30, 2018 Class Y Shares Contractual 2.00% July 1, 2009 June 30, 2018 Invesco Global Core Equity Fund Class A Shares Contractual 1.22% January 1, 2017 April 30, 2019 Class B Shares Contractual 1.97% January 1, 2017 April 30, 2019 Class C Shares Contractual 1.97% January 1, 2017 April 30, 2019 Class R Shares Contractual 1.47% January 1, 2017 April 30, 2019 Class R5 Shares Contractual 0.97% January 1, 2017 April 30, 2019 Class R6 Shares Contractual 0.97% April 4, 2017 April 30, 2019 Class Y Shares Contractual 0.97% January 1, 2017 April 30, 2019 Invesco International Small Company Fund Class A Shares Contractual 2.25% July 1, 2009 June 30, 2018 Class B Shares Contractual 3.00% July 1, 2009 June 30, 2018 Class C Shares Contractual 3.00% July 1, 2009 June 30, 2018 Class R5 Shares Contractual 2.00% July 1, 2009 June 30, 2018 Class R6 Shares Contractual 2.00% September 24, 2012 June 30, 2018 Class Y Shares Contractual 2.00% July 1, 2009 June 30, 2018 See page 18 for footnotes to Exhibit A.
5
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, 2018 Class B Shares Contractual 2.75% July 1, 2009 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2009 June 30, 2018 Class R Shares Contractual 2.25% July 1, 2009 June 30, 2018 Class R5 Shares Contractual 1.75% July 1, 2009 June 30, 2018 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2009 June 30, 2018 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 1.44% less net AFFE* January 1, 2017 April 30, 2019 Class C Shares Contractual 2.19% less net AFFE* January 1, 2017 April 30, 2019 Class R Shares Contractual 1.69% less net AFFE* January 1, 2017 April 30, 2019 Class R5 Shares Contractual 1.19% less net AFFE* January 1, 2017 April 30, 2019 Class R6 Shares Contractual 1.19% less net AFFE* January 1, 2017 April 30, 2019 Class Y Shares Contractual 1.19% less net AFFE* January 1, 2017 April 30, 2019 Invesco Balanced-Risk Retirement 2020 Fund Class A Shares Contractual 0.25% November 4, 2009 April 30, 2019 Class AX Shares Contractual 0.25% February 12, 2010 April 30, 2019 Class B Shares Contractual 1.00% November 4, 2009 April 30, 2019 Class C Shares Contractual 1.00% November 4, 2009 April 30, 2019 Class CX Shares Contractual 1.00% February 12, 2010 April 30, 2019 Class R Shares Contractual 0.50% November 4, 2009 April 30, 2019 Class R5 Shares Contractual 0.00% November 4, 2009 April 30, 2019 Class R6 Shares Contractual 0.00% September 24, 2012 April 30, 2019 Class RX Shares Contractual 0.50% February 12, 2010 April 30, 2019 Class Y Shares Contractual 0.00% November 4, 2009 April 30, 2019 Invesco Balanced-Risk Retirement 2030 Fund Class A Shares Contractual 0.25% November 4, 2009 April 30, 2019 Class AX Shares Contractual 0.25% February 12, 2010 April 30, 2019 Class B Shares Contractual 1.00% November 4, 2009 April 30, 2019 Class C Shares Contractual 1.00% November 4, 2009 April 30, 2019 Class CX Shares Contractual 1.00% February 12, 2010 April 30, 2019 Class R Shares Contractual 0.50% November 4, 2009 April 30, 2019 Class R5 Shares Contractual 0.00% November 4, 2009 April 30, 2019 Class R6 Shares Contractual 0.00% September 24, 2012 April 30, 2019 Class RX Shares Contractual 0.50% February 12, 2010 April 30, 2019 Class Y Shares Contractual 0.00% November 4, 2009 April 30, 2019 Invesco Balanced-Risk Retirement 2040 Fund Class A Shares Contractual 0.25% November 4, 2009 April 30, 2019 Class AX Shares Contractual 0.25% February 12, 2010 April 30, 2019 Class B Shares Contractual 1.00% November 4, 2009 April 30, 2019 Class C Shares Contractual 1.00% November 4, 2009 April 30, 2019 Class CX Shares Contractual 1.00% February 12, 2010 April 30, 2019 Class R Shares Contractual 0.50% November 4, 2009 April 30, 2019 Class R5 Shares Contractual 0.00% November 4, 2009 April 30, 2019 Class R6 Shares Contractual 0.00% September 24, 2012 April 30, 2019 Class RX Shares Contractual 0.50% February 12, 2010 April 30, 2019 Class Y Shares Contractual 0.00% November 4, 2009 April 30, 2019 See page 18 for footnotes to Exhibit A.
6
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, 2019 Class AX Shares Contractual 0.25% February 12, 2010 April 30, 2019 Class B Shares Contractual 1.00% November 4, 2009 April 30, 2019 Class C Shares Contractual 1.00% November 4, 2009 April 30, 2019 Class CX Shares Contractual 1.00% February 12, 2010 April 30, 2019 Class R Shares Contractual 0.50% November 4, 2009 April 30, 2019 Class R5 Shares Contractual 0.00% November 4, 2009 April 30, 2019 Class R6 Shares Contractual 0.00% September 24, 2012 April 30, 2019 Class RX Shares Contractual 0.50% February 12, 2010 April 30, 2019 Class Y Shares Contractual 0.00% November 4, 2009 April 30, 2019 Invesco Balanced-Risk Retirement Now Fund Class A Shares Contractual 0.25% November 4, 2009 April 30, 2019 Class AX Shares Contractual 0.25% February 12, 2010 April 30, 2019 Class B Shares Contractual 1.00% November 4, 2009 April 30, 2019 Class C Shares Contractual 1.00% November 4, 2009 April 30, 2019 Class CX Shares Contractual 1.00% February 12, 2010 April 30, 2019 Class R Shares Contractual 0.50% November 4, 2009 April 30, 2019 Class R5 Shares Contractual 0.00% November 4, 2009 April 30, 2019 Class R6 Shares Contractual 0.00% September 24, 2012 April 30, 2019 Class RX Shares Contractual 0.50% February 12, 2010 April 30, 2019 Class Y Shares Contractual 0.00% November 4, 2009 April 30, 2019 Invesco Conservative Allocation Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2018 Class B Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class R Shares Contractual 1.75% July 1, 2012 June 30, 2018 Class R5 Shares Contractual 1.25% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.25% April 4, 2017 June 30, 2018 Class S Shares Contractual 1.40% July 1, 2012 June 30, 2018 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2018 Invesco Convertible Securities Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2018 Class B Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class R5 Shares Contractual 1.25% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.25% September 24, 2012 June 30, 2018 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2018 Invesco Global Low Volatility Equity Yield Fund Class A Shares Contractual 2.00% May 1, 2016 June 30, 2018 Class B Shares Contractual 2.75% May 1, 2016 June 30, 2018 Class C Shares Contractual 2.75% May 1, 2016 June 30, 2018 Class R Shares Contractual 2.25% May 1, 2016 June 30, 2018 Class R5 Shares Contractual 1.75% May 1, 2016 June 30, 2018 Class R6 Shares Contractual 1.75% April 4, 2017 June 30, 2018 Class Y Shares Contractual 1.75% May 1, 2016 June 30, 2018 Invesco Growth Allocation Fund Class A Shares Contractual 2.00% July 1, 2012 June 30, 2018 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class R Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class R5 Shares Contractual 1.75% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.75% April 4, 2017 June 30, 2018 Class S Shares Contractual 1.90% July 1, 2012 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2018 See page 18 for footnotes to Exhibit A.
7
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, 2019 Class B Shares Contractual 1.00% May 1, 2012 April 30, 2019 Class C Shares Contractual 1.00% May 1, 2012 April 30, 2019 Class R Shares Contractual 0.50% May 1, 2012 April 30, 2019 Class R5 Shares Contractual 0.00% May 1, 2012 April 30, 2019 Class R6 Shares Contractual 0.00% April 4, 2017 April 30, 2019 Class Y Shares Contractual 0.00% May 1, 2012 April 30, 2019 Invesco International Allocation Fund Class A Shares Contractual 2.25% May 1, 2012 June 30, 2018 Class B Shares Contractual 3.00% May 1, 2012 June 30, 2018 Class C Shares Contractual 3.00% May 1, 2012 June 30, 2018 Class R Shares Contractual 2.50% May 1, 2012 June 30, 2018 Class R5 Shares Contractual 2.00% May 1, 2012 June 30, 2018 Class R6 Shares Contractual 2.00% April 4, 2017 June 30, 2018 Class Y Shares Contractual 2.00% May 1, 2012 June 30, 2018 Invesco Mid Cap Core Equity Fund Class A Shares Contractual 2.00% July 1, 2009 June 30, 2018 Class B Shares Contractual 2.75% July 1, 2009 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2009 June 30, 2018 Class R Shares Contractual 2.25% July 1, 2009 June 30, 2018 Class R5 Shares Contractual 1.75% July 1, 2009 June 30, 2018 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2009 June 30, 2018 Invesco Moderate Allocation Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2018 Class B Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class R Shares Contractual 1.75% July 1, 2012 June 30, 2018 Class R5 Shares Contractual 1.25% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.25% April 4, 2017 June 30, 2018 Class S Shares Contractual 1.40% July 1, 2012 June 30, 2018 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2018 Invesco Multi-Asset Inflation Fund Class A Shares Contractual 1.02% less net AFFE* January 1, 2017 April 30, 2019 Class C Shares Contractual 1.77% less net AFFE* January 1, 2017 April 30, 2019 Class R Shares Contractual 1.27% less net AFFE* January 1, 2017 April 30, 2019 Class R5 Shares Contractual 0.77% less net AFFE* January 1, 2017 April 30, 2019 Class R6 Shares Contractual 0.77% less net AFFE* January 1, 2017 April 30, 2019 Class Y Shares Contractual 0.77% less net AFFE* January 1, 2017 April 30, 2019 Invesco Peak Retirement(TM) 2015 Fund Class A Shares Contractual 0.81% less net AFFE* December 18, 2017 December 31, 2019 Class C Shares Contractual 1.56% less net AFFE* December 18, 2017 December 31, 2019 Class R Shares Contractual 1.06% less net AFFE* December 18, 2017 December 31, 2019 Class R5 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class R6 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class Y Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Invesco Peak Retirement(TM) 2020 Fund Class A Shares Contractual 0.81% less net AFFE* December 18, 2017 December 31, 2019 Class C Shares Contractual 1.56% less net AFFE* December 18, 2017 December 31, 2019 Class R Shares Contractual 1.06% less net AFFE* December 18, 2017 December 31, 2019 Class R5 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class R6 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class Y Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 See page 18 for footnotes to Exhibit A.
8
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ --------------------- ----------------- ----------------- Invesco Peak Retirement(TM) 2025 Fund Class A Shares Contractual 0.81% less net AFFE* December 18, 2017 December 31, 2019 Class C Shares Contractual 1.56% less net AFFE* December 18, 2017 December 31, 2019 Class R Shares Contractual 1.06% less net AFFE* December 18, 2017 December 31, 2019 Class R5 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class R6 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class Y Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Invesco Peak Retirement(TM) 2030 Fund Class A Shares Contractual 0.81% less net AFFE* December 18, 2017 December 31, 2019 Class C Shares Contractual 1.56% less net AFFE* December 18, 2017 December 31, 2019 Class R Shares Contractual 1.06% less net AFFE* December 18, 2017 December 31, 2019 Class R5 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class R6 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class Y Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Invesco Peak Retirement(TM) 2035 Fund Class A Shares Contractual 0.81% less net AFFE* December 18, 2017 December 31, 2019 Class C Shares Contractual 1.56% less net AFFE* December 18, 2017 December 31, 2019 Class R Shares Contractual 1.06% less net AFFE* December 18, 2017 December 31, 2019 Class R5 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class R6 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class Y Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Invesco Peak Retirement(TM) 2040 Fund Class A Shares Contractual 0.81% less net AFFE* December 18, 2017 December 31, 2019 Class C Shares Contractual 1.56% less net AFFE* December 18, 2017 December 31, 2019 Class R Shares Contractual 1.06% less net AFFE* December 18, 2017 December 31, 2019 Class R5 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class R6 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class Y Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Invesco Peak Retirement(TM) 2045 Fund Class A Shares Contractual 0.81% less net AFFE* December 18, 2017 December 31, 2019 Class C Shares Contractual 1.56% less net AFFE* December 18, 2017 December 31, 2019 Class R Shares Contractual 1.06% less net AFFE* December 18, 2017 December 31, 2019 Class R5 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class R6 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class Y Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Invesco Peak Retirement(TM) 2050 Fund Class A Shares Contractual 0.81% less net AFFE* December 18, 2017 December 31, 2019 Class C Shares Contractual 1.56% less net AFFE* December 18, 2017 December 31, 2019 Class R Shares Contractual 1.06% less net AFFE* December 18, 2017 December 31, 2019 Class R5 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class R6 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class Y Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Invesco Peak Retirement(TM) 2055 Fund Class A Shares Contractual 0.81% less net AFFE* December 18, 2017 December 31, 2019 Class C Shares Contractual 1.56% less net AFFE* December 18, 2017 December 31, 2019 Class R Shares Contractual 1.06% less net AFFE* December 18, 2017 December 31, 2019 Class R5 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class R6 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class Y Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Invesco Peak Retirement(TM) 2060 Fund Class A Shares Contractual 0.81% less net AFFE* December 18, 2017 December 31, 2019 Class C Shares Contractual 1.56% less net AFFE* December 18, 2017 December 31, 2019 Class R Shares Contractual 1.06% less net AFFE* December 18, 2017 December 31, 2019 Class R5 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class R6 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class Y Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 See page 18 for footnotes to Exhibit A.
9
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ --------------------- ------------------ ----------------- Invesco Peak Retirement(TM) 2065 Fund Class A Shares Contractual 0.81% less net AFFE* December 18, 2017 December 31, 2019 Class C Shares Contractual 1.56% less net AFFE* December 18, 2017 December 31, 2019 Class R Shares Contractual 1.06% less net AFFE* December 18, 2017 December 31, 2019 Class R5 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class R6 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class Y Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Invesco Peak Retirement(TM) Now Fund Class A Shares Contractual 0.81% less net AFFE* December 18, 2017 December 31, 2019 Class C Shares Contractual 1.56% less net AFFE* December 18, 2017 December 31, 2019 Class R Shares Contractual 1.06% less net AFFE* December 18, 2017 December 31, 2019 Class R5 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class R6 Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Class Y Shares Contractual 0.56% less net AFFE* December 18, 2017 December 31, 2019 Invesco Quality Income Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2018 Class B Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class R5 Shares Contractual 1.25% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.25% April 4, 2017 June 30, 2018 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2018 Invesco Small Cap Growth Fund Class A Shares Contractual 2.00% July 1, 2009 June 30, 2018 Class B Shares Contractual 2.75% July 1, 2009 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2009 June 30, 2018 Class R Shares Contractual 2.25% July 1, 2009 June 30, 2018 Class R5 Shares Contractual 1.75% July 1, 2009 June 30, 2018 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2009 June 30, 2018 Investor Class Shares Contractual 2.00% July 1, 2009 June 30, 2018 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, 2018 Class B Shares Contractual 3.00% July 1, 2009 June 30, 2018 Class C Shares Contractual 3.00% July 1, 2009 June 30, 2018 Class R6 Shares Contractual 2.00% April 4, 2017 June 30, 2018 Class Y Shares Contractual 2.00% July 1, 2009 June 30, 2018 Invesco European Growth Fund Class A Shares Contractual 2.25% July 1, 2009 June 30, 2018 Class B Shares Contractual 3.00% July 1, 2009 June 30, 2018 Class C Shares Contractual 3.00% July 1, 2009 June 30, 2018 Class R Shares Contractual 2.50% July 1, 2009 June 30, 2018 Class R6 Shares Contractual 2.00% April 4, 2017 June 30, 2018 Class Y Shares Contractual 2.00% July 1, 2009 June 30, 2018 Investor Class Shares Contractual 2.25% July 1, 2009 June 30, 2018 Invesco Global Growth Fund Class A Shares Contractual 1.22% January 1, 2017 February 28, 2019 Class B Shares Contractual 1.97% January 1, 2017 February 28, 2019 Class C Shares Contractual 1.97% January 1, 2017 February 28, 2019 Class R5 Shares Contractual 0.97% January 1, 2017 February 28, 2019 Class R6 Shares Contractual 0.97% January 1, 2017 February 28, 2019 Class Y Shares Contractual 0.97% January 1, 2017 February 28, 2019 See page 18 for footnotes to Exhibit A.
10
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ----------------- ----------------- Invesco Global Opportunities Fund Class A Shares Contractual 1.02% January 1, 2017 February 28, 2019 Class C Shares Contractual 1.77% January 1, 2017 February 28, 2019 Class R Shares Contractual 1.27% January 1, 2017 February 28, 2019 Class R5 Shares Contractual 0.77% January 1, 2017 February 28, 2019 Class R6 Shares Contractual 0.77% January 1, 2017 February 28, 2019 Class Y Shares Contractual 0.77% January 1, 2017 February 28, 2019 Invesco Global Small & Mid Cap Growth Fund Class A Shares Contractual 2.25% July 1, 2009 June 30, 2018 Class B Shares Contractual 3.00% July 1, 2009 June 30, 2018 Class C Shares Contractual 3.00% July 1, 2009 June 30, 2018 Class R5 Shares Contractual 2.00% July 1, 2009 June 30, 2018 Class R6 Shares Contractual 2.00% April 4, 2017 June 30, 2018 Class Y Shares Contractual 2.00% July 1, 2009 June 30, 2018 Invesco Global Responsibility Equity Fund Class A Shares Contractual 0.85% June 30, 2016 February 28, 2019 Class C Shares Contractual 1.60% June 30, 2016 February 28, 2019 Class R Shares Contractual 1.10% June 30, 2016 February 28, 2019 Class R5 Shares Contractual 0.60% June 30, 2016 February 28, 2019 Class R6 Shares Contractual 0.60% June 30, 2016 February 28, 2019 Class Y Shares Contractual 0.60% June 30, 2016 February 28, 2019 Invesco International Companies Fund Class A Shares Contractual 1.12% January 1, 2017 February 28, 2019 Class C Shares Contractual 1.87% January 1, 2017 February 28, 2019 Class R Shares Contractual 1.37% January 1, 2017 February 28, 2019 Class R5 Shares Contractual 0.87% January 1, 2017 February 28, 2019 Class R6 Shares Contractual 0.87% January 1, 2017 February 28, 2019 Class Y Shares Contractual 0.87% January 1, 2017 February 28, 2019 Invesco International Core Equity Fund Class A Shares Contractual 1.12% January 1, 2017 February 28, 2019 Class B Shares Contractual 1.87% January 1, 2017 February 28, 2019 Class C Shares Contractual 1.87% January 1, 2017 February 28, 2019 Class R Shares Contractual 1.37% January 1, 2017 February 28, 2019 Class R5 Shares Contractual 0.87% January 1, 2017 February 28, 2019 Class R6 Shares Contractual 0.87% January 1, 2017 February 28, 2019 Class Y Shares Contractual 0.87% January 1, 2017 February 28, 2019 Investor Class Shares Contractual 1.12% January 1, 2017 February 28, 2019 Invesco International Growth Fund Class A Shares Contractual 2.25% July 1, 2013 June 30, 2018 Class B Shares Contractual 3.00% July 1, 2013 June 30, 2018 Class C Shares Contractual 3.00% July 1, 2013 June 30, 2018 Class R Shares Contractual 2.50% July 1, 2013 June 30, 2018 Class R5 Shares Contractual 2.00% July 1, 2013 June 30, 2018 Class R6 Shares Contractual 2.00% July 1, 2013 June 30, 2018 Class Y Shares Contractual 2.00% July 1, 2013 June 30, 2018 Invesco Select Opportunities Fund Class A Shares Contractual 1.02% January 1, 2017 February 28, 2019 Class C Shares Contractual 1.77% January 1, 2017 February 28, 2019 Class R Shares Contractual 1.27% January 1, 2017 February 28, 2019 Class R5 Shares Contractual 0.77% January 1, 2017 February 28, 2019 Class R6 Shares Contractual 0.77% January 1, 2017 February 28, 2019 Class Y Shares Contractual 0.77% January 1, 2017 February 28, 2019 See page 18 for footnotes to Exhibit A.
11 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 1.50% January 1, 2017 February 28, 2019 Class C Shares Contractual 2.25% January 1, 2017 February 28, 2019 Class R Shares Contractual 1.75% January 1, 2017 February 28, 2019 Class R5 Shares Contractual 1.25% January 1, 2017 February 28, 2019 Class R6 Shares Contractual 1.25% January 1, 2017 February 28, 2019 Class Y Shares Contractual 1.25% January 1, 2017 February 28, 2019 Invesco Balanced-Risk Allocation Fund/2/ Class A Shares Contractual 2.00% July 1, 2012 June 30, 2018 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class R Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class R5 Shares Contractual 1.75% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2018 Invesco Balanced-Risk Commodity Strategy Fund/3/ Class A Shares Contractual 2.00% July 1, 2014 June 30, 2018 Class B Shares Contractual 2.75% July 1, 2014 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2014 June 30, 2018 Class R Shares Contractual 2.25% July 1, 2014 June 30, 2018 Class R5 Shares Contractual 1.75% July 1, 2014 June 30, 2018 Class R6 Shares Contractual 1.75% July 1, 2014 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2014 June 30, 2018 Invesco Developing Markets Fund Class A Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class B Shares Contractual 3.00% July 1, 2012 June 30, 2018 Class C Shares Contractual 3.00% July 1, 2012 June 30, 2018 Class R5 Shares Contractual 2.00% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 2.00% September 24, 2012 June 30, 2018 Class Y Shares Contractual 2.00% July 1, 2012 June 30, 2018 Invesco Emerging Markets Equity Fund Class A Shares Contractual 1.33% January 1, 2017 February 28, 2019 Class C Shares Contractual 2.08% January 1, 2017 February 28, 2019 Class R Shares Contractual 1.58% January 1, 2017 February 28, 2019 Class R5 Shares Contractual 1.08% January 1, 2017 February 28, 2019 Class R6 Shares Contractual 1.08% January 1, 2017 February 28, 2019 Class Y Shares Contractual 1.08% January 1, 2017 February 28, 2019 Invesco Emerging Markets Flexible Bond Fund Class A Shares Contractual 1.24% June 14, 2010 February 28, 2019 Class B Shares Contractual 1.99% June 14, 2010 February 28, 2019 Class C Shares Contractual 1.99% June 14, 2010 February 28, 2019 Class R Shares Contractual 1.49% June 14, 2010 February 28, 2019 Class R5 Shares Contractual 0.99% June 14, 2010 February 28, 2019 Class R6 Shares Contractual 0.99% September 24, 2012 February 28, 2019 Class Y Shares Contractual 0.99% June 14, 2010 February 28, 2019 See page 18 for footnotes to Exhibit A.
12
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, 2018 Class B Shares Contractual 2.75% July 1, 2009 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2009 June 30, 2018 Class R Shares Contractual 2.25% July 1, 2009 June 30, 2018 Class R5 Shares Contractual 1.75% July 1, 2009 June 30, 2018 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2009 June 30, 2018 Invesco Global Health Care Fund Class A Shares Contractual 2.00% July 1, 2012 June 30, 2018 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.75% July 1, 2012 June 30, 2018 Class Y Shares Contractual 1.75% April 4, 2017 June 30, 2018 Investor Class Shares Contractual 2.00% July 1, 2012 June 30, 2018 Invesco Global Infrastructure Fund Class A Shares Contractual 1.28% January 1, 2017 February 28, 2019 Class C Shares Contractual 2.03% January 1, 2017 February 28, 2019 Class R Shares Contractual 1.53% January 1, 2017 February 28, 2019 Class R5 Shares Contractual 1.03% January 1, 2017 February 28, 2019 Class R6 Shares Contractual 1.03% January 1, 2017 February 28, 2019 Class Y Shares Contractual 1.03% January 1, 2017 February 28, 2019 Invesco Global Market Neutral Fund Class A Shares Contractual 1.50% January 1, 2017 February 28, 2019 Class C Shares Contractual 2.25% January 1, 2017 February 28, 2019 Class R Shares Contractual 1.75% January 1, 2017 February 28, 2019 Class R5 Shares Contractual 1.25% January 1, 2017 February 28, 2019 Class R6 Shares Contractual 1.25% January 1, 2017 February 28, 2019 Class Y Shares Contractual 1.25% January 1, 2017 February 28, 2019 Invesco Global Targeted Returns Fund/4/ Class A Shares Contractual 1.44% less net AFFE* January 1, 2017 February 28, 2019 Class C Shares Contractual 2.19% less net AFFE* January 1, 2017 February 28, 2019 Class R Shares Contractual 1.69% less net AFFE* January 1, 2017 February 28, 2019 Class R5 Shares Contractual 1.19% less net AFFE* January 1, 2017 February 28, 2019 Class R6 Shares Contractual 1.19% less net AFFE* January 1, 2017 February 28, 2019 Class Y Shares Contractual 1.19% less net AFFE* January 1, 2017 February 28, 2019 Invesco Greater China Fund Class A Shares Contractual 2.25% July 1, 2009 June 30, 2018 Class B Shares Contractual 3.00% July 1, 2009 June 30, 2018 Class C Shares Contractual 3.00% July 1, 2009 June 30, 2018 Class R5 Shares Contractual 2.00% July 1, 2009 June 30, 2018 Class R6 Shares Contractual 2.00% April 4, 2017 June 30, 2018 Class Y Shares Contractual 2.00% July 1, 2009 June 30, 2018 Invesco Long/Short Equity Fund Class A Shares Contractual 1.59% January 1, 2017 February 28, 2019 Class C Shares Contractual 2.34% January 1, 2017 February 28, 2019 Class R Shares Contractual 1.84% January 1, 2017 February 28, 2019 Class R5 Shares Contractual 1.34% January 1, 2017 February 28, 2019 Class R6 Shares Contractual 1.34% January 1, 2017 February 28, 2019 Class Y Shares Contractual 1.34% January 1, 2017 February 28, 2019 See page 18 for footnotes to Exhibit A.
13
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ----------------- ----------------- Invesco Low Volatility Emerging Markets Fund Class A Shares Contractual 1.33% January 1, 2017 February 28, 2019 Class C Shares Contractual 2.08% January 1, 2017 February 28, 2019 Class R Shares Contractual 1.58% January 1, 2017 February 28, 2019 Class R5 Shares Contractual 1.08% January 1, 2017 February 28, 2019 Class R6 Shares Contractual 1.08% January 1, 2017 February 28, 2019 Class Y Shares Contractual 1.08% January 1, 2017 February 28, 2019 Invesco MLP Fund Class A Shares Contractual 1.28% January 1, 2017 February 28, 2019 Class C Shares Contractual 2.03% January 1, 2017 February 28, 2019 Class R Shares Contractual 1.53% January 1, 2017 February 28, 2019 Class R5 Shares Contractual 1.03% January 1, 2017 February 28, 2019 Class R6 Shares Contractual 1.03% January 1, 2017 February 28, 2019 Class Y Shares Contractual 1.03% January 1, 2017 February 28, 2019 Invesco Macro Allocation Strategy Fund/5/ Class A Shares Contractual 1.44% January 1, 2017 February 28, 2019 Class C Shares Contractual 2.19% January 1, 2017 February 28, 2019 Class R Shares Contractual 1.69% January 1, 2017 February 28, 2019 Class R5 Shares Contractual 1.19% January 1, 2017 February 28, 2019 Class R6 Shares Contractual 1.19% January 1, 2017 February 28, 2019 Class Y Shares Contractual 1.19% January 1, 2017 February 28, 2019 Invesco Multi-Asset Income Fund Class A Shares Contractual 0.85% January 1, 2017 February 28, 2019 Class C Shares Contractual 1.60% January 1, 2017 February 28, 2019 Class R Shares Contractual 1.10% January 1, 2017 February 28, 2019 Class R5 Shares Contractual 0.60% January 1, 2017 February 28, 2019 Class R6 Shares Contractual 0.60% January 1, 2017 February 28, 2019 Class Y Shares Contractual 0.60% January 1, 2017 February 28, 2019 Invesco Pacific Growth Fund Class A Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class B Shares Contractual 3.00% July 1, 2012 June 30, 2018 Class C Shares Contractual 3.00% July 1, 2012 June 30, 2018 Class R Shares Contractual 2.50% July 1, 2012 June 30, 2018 Class R5 Shares Contractual 2.00% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 2.00% April 4, 2017 June 30, 2018 Class Y Shares Contractual 2.00% July 1, 2012 June 30, 2018 Invesco Select Companies Fund Class A Shares Contractual 2.00% July 1, 2009 June 30, 2018 Class B Shares Contractual 2.75% July 1, 2009 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2009 June 30, 2018 Class R Shares Contractual 2.25% July 1, 2009 June 30, 2018 Class R5 Shares Contractual 1.75% July 1, 2009 June 30, 2018 Class R6 Shares Contractual 1.75% April 4, 2017 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2009 June 30, 2018 Invesco U.S. Managed Volatility Fund Class R6 Shares Contractual 0.15% December 18, 2017 December 31, 2019 Invesco World Bond Fund Class A Shares Contractual 0.94% December 1, 2016 February 28, 2019 Class B Shares Contractual 1.69% December 1, 2016 February 28, 2019 Class C Shares Contractual 1.69% December 1, 2016 February 28, 2019 Class R5 Shares Contractual 0.69% December 1, 2016 February 28, 2019 Class R6 Shares Contractual 0.69% December 1, 2016 February 28, 2019 Class Y Shares Contractual 0.69% December 1, 2016 February 28, 2019
See page 18 for footnotes to Exhibit A. 14 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, 2018 Class B Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class R Shares Contractual 1.75% July 1, 2012 June 30, 2018 Class R5 Shares Contractual 1.25% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.25% September 24, 2012 June 30, 2018 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2018 Invesco Global Real Estate Fund Class A Shares Contractual 2.00% July 1, 2009 June 30, 2018 Class B Shares Contractual 2.75% July 1, 2009 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2009 June 30, 2018 Class R Shares Contractual 2.25% July 1, 2009 June 30, 2018 Class R5 Shares Contractual 1.75% July 1, 2009 June 30, 2018 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2009 June 30, 2018 Invesco High Yield Fund Class A Shares Contractual 1.50% July 1, 2013 June 30, 2018 Class B Shares Contractual 2.25% July 1, 2013 June 30, 2018 Class C Shares Contractual 2.25% July 1, 2013 June 30, 2018 Class R5 Shares Contractual 1.25% July 1, 2013 June 30, 2018 Class R6 Shares Contractual 1.25% July 1, 2013 June 30, 2018 Class Y Shares Contractual 1.25% July 1, 2013 June 30, 2018 Investor Class Shares Contractual 1.50% July 1, 2013 June 30, 2018 Invesco Short Duration Inflation Protected Fund Class A Shares Contractual 0.55% December 31, 2015 June 30, 2018 Class A2 Shares Contractual 0.45% December 31, 2015 June 30, 2018 Class R5 Shares Contractual 0.30% December 31, 2015 June 30, 2018 Class R6 Shares Contractual 0.30% December 31, 2015 June 30, 2018 Class Y Shares Contractual 0.30% December 31, 2015 June 30, 2018 Invesco Real Estate Fund Class A Shares Contractual 2.00% July 1, 2012 June 30, 2018 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class R Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class R5 Shares Contractual 1.75% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2018 Investor Class Shares Contractual 2.00% July 1, 2012 June 30, 2018 Invesco Short Term Bond Fund Class A Shares Contractual 1.40% July 1, 2013 June 30, 2018 Class C Shares Contractual 1.75%/6/ July 1, 2013 June 30, 2018 Class R Shares Contractual 1.75% July 1, 2013 June 30, 2018 Class R5 Shares Contractual 1.25% July 1, 2013 June 30, 2018 Class R6 Shares Contractual 1.25% July 1, 2013 June 30, 2018 Class Y Shares Contractual 1.25% July 1, 2013 June 30, 2018 Invesco U.S. Government Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2018 Class B Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class R Shares Contractual 1.75% July 1, 2012 June 30, 2018 Class R5 Shares Contractual 1.25% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.25% April 4, 2017 June 30, 2018 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2018 Investor Class Shares Contractual 1.50% July 1, 2012 June 30, 2018
See page 18 for footnotes to Exhibit A. 15 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, 2018 Class B Shares Contractual 2.75% July 1, 2013 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2013 June 30, 2018 Class R Shares Contractual 2.25% July 1, 2013 June 30, 2018 Class R5 Shares Contractual 1.75% July 1, 2013 June 30, 2018 Class R6 Shares Contractual 1.75% July 1, 2013 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2013 June 30, 2018 Invesco Comstock Fund Class A Shares Contractual 2.00% July 1, 2012 June 30, 2018 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class R Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class R5 Shares Contractual 1.75% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.75% September 24, 2012 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2018 Invesco Energy Fund Class A Shares Contractual 2.00% July 1, 2009 June 30, 2018 Class B Shares Contractual 2.75% July 1, 2009 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2009 June 30, 2018 Class R5 Shares Contractual 1.75% July 1, 2009 June 30, 2018 Class R6 Shares Contractual 1.75% April 4, 2017 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2009 June 30, 2018 Investor Class Shares Contractual 2.00% July 1, 2009 June 30, 2018 Invesco Dividend Income Fund Class A Shares Contractual 2.00% September 1, 2016 June 30, 2018 Class B Shares Contractual 2.75% September 1, 2016 June 30, 2018 Class C Shares Contractual 2.75% September 1, 2016 June 30, 2018 Class R5 Shares Contractual 1.75% September 1, 2016 June 30, 2018 Class R6 Shares Contractual 1.75% September 1, 2016 June 30, 2018 Class Y Shares Contractual 1.75% September 1, 2016 June 30, 2018 Investor Class Shares Contractual 2.00% September 1, 2016 June 30, 2018 Invesco Gold & Precious Metals Fund Class A Shares Contractual 2.00% July 1, 2009 June 30, 2018 Class B Shares Contractual 2.75% July 1, 2009 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2009 June 30, 2018 Class R6 Shares Contractual 1.75% April 4, 2017 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2009 June 30, 2018 Investor Class Shares Contractual 2.00% July 1, 2009 June 30, 2018 Invesco Mid Cap Growth Fund Class A Shares Contractual 2.00% August 1, 2015 June 30, 2018 Class B Shares Contractual 2.75% August 1, 2015 June 30, 2018 Class C Shares Contractual 2.75% August 1, 2015 June 30, 2018 Class R Shares Contractual 2.25% August 1, 2015 June 30, 2018 Class R5 Shares Contractual 1.75% August 1, 2015 June 30, 2018 Class R6 Shares Contractual 1.75% August 1, 2015 June 30, 2018 Class Y Shares Contractual 1.75% August 1, 2015 June 30, 2018 Invesco Small Cap Value Fund Class A Shares Contractual 2.00% July 1, 2012 June 30, 2018 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.75% February 7, 2017 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2018 See page 18 for footnotes to Exhibit A.
16
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ----------------- ------------- Invesco Technology Fund Class A Shares Contractual 2.00% July 1, 2012 June 30, 2018 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class R5 Shares Contractual 1.75% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.75% April 4, 2017 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2018 Investor Class Shares Contractual 2.00% July 1, 2012 June 30, 2018 Invesco Technology Sector Fund Class A Shares Contractual 2.00% February 12, 2010 June 30, 2018 Class B Shares Contractual 2.75% February 12, 2010 June 30, 2018 Class C Shares Contractual 2.75% February 12, 2010 June 30, 2018 Class Y Shares Contractual 1.75% February 12, 2010 June 30, 2018 Invesco Value Opportunities Fund Class A Shares Contractual 2.00% July 1, 2012 June 30, 2018 Class B Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.75% July 1, 2012 June 30, 2018 Class R Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class R5 Shares Contractual 1.75% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.75% April 4, 2017 June 30, 2018 Class Y Shares Contractual 1.75% July 1, 2012 June 30, 2018 AIM TAX-EXEMPT FUNDS (INVESCO TAX-EXEMPT FUNDS) Contractual/ Expense Effective Date of Expiration Fund Voluntary Limitation Current Limit Date ---- ------------ ---------- ----------------- ------------- Invesco High Yield Municipal Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2018 Class B Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class R5 Shares Contractual 1.25% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.25% April 4, 2017 June 30, 2018 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2018 Invesco Intermediate Term Municipal Income Fund Class A Shares Contractual 0.84% July 1, 2016 June 30, 2018 Class B Shares Contractual 1.59% July 1, 2016 June 30, 2018 Class C Shares Contractual 1.59% July 1, 2016 June 30, 2018 Class R6 Shares Contractual 0.59% April 4, 2017 June 30, 2018 Class Y Shares Contractual 0.59% July 1, 2016 June 30, 2018 Invesco Municipal Income Fund Class A Shares Contractual 1.50% July 1, 2013 June 30, 2018 Class B Shares Contractual 2.25% July 1, 2013 June 30, 2018 Class C Shares Contractual 2.25% July 1, 2013 June 30, 2018 Class R6 Shares Contractual 1.25% April 4, 2017 June 30, 2018 Class Y Shares Contractual 1.25% July 1, 2013 June 30, 2018 Investor Class Contractual 1.50% July 15, 2013 June 30, 2018 Invesco New York Tax Free Income Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2018 Class B Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.25% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.25% April 4, 2017 June 30, 2018 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2018 See page 18 for footnotes to Exhibit A.
17
Contractual/ Expense Effective Date of Expiration Fund Voluntary Limitation Current Limit Date ---- ------------ ---------- ----------------- ----------------- Invesco Limited Term Municipal Income Fund Class A Shares Contractual 1.50% July 1, 2012 June 30, 2018 Class A2 Shares Contractual 1.25% July 1, 2012 June 30, 2018 Class C Shares Contractual 2.25% June 30, 2013 June 30, 2018 Class R5 Shares Contractual 1.25% July 1, 2012 June 30, 2018 Class R6 Shares Contractual 1.25% April 4, 2017 June 30, 2018 Class Y Shares Contractual 1.25% July 1, 2012 June 30, 2018 INVESCO MANAGEMENT TRUST CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ----------------- ----------------- Invesco Conservative Income Fund Institutional Class Contractual 0.30% January 1, 2018 December 31, 2018
INVESCO SECURITIES TRUST
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ----------------- ----------------- Invesco Balanced-Risk Aggressive Allocation Fund Contractual 0.94% January 1, 2017 February 28, 2019
* ACQUIRED FUND FEES AND EXPENSES ("AFFE") WILL BE CALCULATED AS OF THE FUND'S FISCAL YEAR END ACCORDING TO INSTRUCTION 3(F) OF ITEM 3 OF FORM N-1A. "NET AFFE" WILL BE CALCULATED BY SUBTRACTING ANY WAIVERS BY INVESCO ASSOCIATED WITH INVESTMENTS IN AFFILIATED FUNDS, SUCH AS INVESTMENTS IN AFFILIATED MONEY MARKET FUNDS, FROM THE AFFE CALCULATED IN ACCORDANCE WITH THE PRECEDING SENTENCE. FOR CLARITY, THE NET AFFE CALCULATED AS OF THE FUND'S FISCAL YEAR END WILL BE USED THROUGHOUT THE WAIVER PERIOD IN ESTABLISHING THE FUND'S WAIVER AMOUNT, REGARDLESS OF WHETHER ACTUAL AFFE IS MORE OR LESS DURING THE WAIVER PERIOD. /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/ Includes waived fees or reimbursed expenses that Invesco receives from Invesco Cayman Commodity Fund I, Ltd. /3/ Includes waived fees or reimbursed expenses that Invesco receives from Invesco Cayman Commodity Fund III, Ltd. /4/ Includes waived fees or reimbursed expenses that Invesco receives from Invesco Cayman Commodity Fund VII, Ltd. /5/ Includes waived fees or reimbursed expenses that Invesco receives from Invesco Cayman Commodity Fund V, Ltd. /6/ The expense limit shown is the expense limit after Rule 12b-1 fee waivers by Invesco Distributors, Inc. 18 EXHIBIT "B" - INSTITUTIONAL MONEY MARKET FUNDS/1,2/ SHORT-TERM INVESTMENTS TRUST
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ----------------- ----------------- Invesco Government & Agency Portfolio Cash Management Class Contractual 0.26% June 1, 2016 December 31, 2018 Corporate Class Contractual 0.21% June 1, 2016 December 31, 2018 Institutional Class Contractual 0.18% June 1, 2016 December 31, 2018 Personal Investment Class Contractual 0.73% June 1, 2016 December 31, 2018 Private Investment Class Contractual 0.48% June 1, 2016 December 31, 2018 Reserve Class Contractual 1.05% June 1, 2016 December 31, 2018 Resource Class Contractual 0.34% June 1, 2016 December 31, 2018 Invesco Liquid Assets Portfolio Cash Management Class Contractual 0.26% June 1, 2016 December 31, 2018 Corporate Class Contractual 0.21% June 1, 2016 December 31, 2018 Institutional Class Contractual 0.18% June 1, 2016 December 31, 2018 Personal Investment Class Contractual 0.73% June 1, 2016 December 31, 2018 Private Investment Class Contractual 0.48% June 1, 2016 December 31, 2018 Reserve Class Contractual 1.05% June 1, 2016 December 31, 2018 Resource Class Contractual 0.38% June 1, 2016 December 31, 2018 Invesco STIC Prime Portfolio Cash Management Class Contractual 0.26% June 1, 2016 December 31, 2018 Corporate Class Contractual 0.21% June 1, 2016 December 31, 2018 Institutional Class Contractual 0.18% June 1, 2016 December 31, 2018 Personal Investment Class Contractual 0.73% June 1, 2016 December 31, 2018 Private Investment Class Contractual 0.48% June 1, 2016 December 31, 2018 Reserve Class Contractual 1.05% June 1, 2016 December 31, 2018 Resource Class Contractual 0.34% June 1, 2016 December 31, 2018 Invesco Tax-Free Cash Reserve Portfolio/2/ Cash Management Class Contractual 0.28% June 1, 2016 December 31, 2018 Corporate Class Contractual 0.23% June 1, 2016 December 31, 2018 Institutional Class Contractual 0.20% June 1, 2016 December 31, 2018 Personal Investment Class Contractual 0.75% June 1, 2016 December 31, 2018 Private Investment Class Contractual 0.45% June 1, 2016 December 31, 2018 Reserve Class Contractual 1.07% June 1, 2016 December 31, 2018 Resource Class Contractual 0.36% June 1, 2016 December 31, 2018 Invesco Treasury Obligations Portfolio Cash Management Class Contractual 0.26% June 1, 2016 December 31, 2018 Corporate Class Contractual 0.21% June 1, 2016 December 31, 2018 Institutional Class Contractual 0.18% June 1, 2016 December 31, 2018 Personal Investment Class Contractual 0.73% June 1, 2016 December 31, 2018 Private Investment Class Contractual 0.43% June 1, 2016 December 31, 2018 Reserve Class Contractual 1.05% June 1, 2016 December 31, 2018 Resource Class Contractual 0.34% June 1, 2016 December 31, 2018 Invesco Treasury Portfolio Cash Management Class Contractual 0.26% June 1, 2016 December 31, 2018 Corporate Class Contractual 0.21% June 1, 2016 December 31, 2018 Institutional Class Contractual 0.18% June 1, 2016 December 31, 2018 Personal Investment Class Contractual 0.73% June 1, 2016 December 31, 2018 Private Investment Class Contractual 0.48% June 1, 2016 December 31, 2018 Reserve Class Contractual 1.05% June 1, 2016 December 31, 2018 Resource Class Contractual 0.34% June 1, 2016 December 31, 2018
/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 limitation also excludes Trustees' fees and federal registration expenses. 19 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 2.00% July 1, 2014 June 30, 2018 Series II Shares Contractual 2.25% July 1, 2014 June 30, 2018 Invesco V.I. American Value Fund Series I Shares Contractual 2.00% July 1, 2012 June 30, 2018 Series II Shares Contractual 2.25% July 1, 2012 June 30, 2018 Invesco V.I. Balanced-Risk Allocation Fund/1/ Series I Shares Contractual 0.80% less net AFFE* May 1, 2014 April 30, 2019 Series II Shares Contractual 1.05% less net AFFE* May 1, 2014 April 30, 2019 Invesco V.I. Comstock Fund Series I Shares Contractual 0.78% May 1, 2013 April 30, 2019 Series II Shares Contractual 1.03% May 1, 2013 April 30, 2019 Invesco V.I. Core Equity Fund Series I Shares Contractual 2.00% May 1, 2013 June 30, 2018 Series II Shares Contractual 2.25% May 1, 2013 June 30, 2018 Invesco V.I. Core Plus Bond Fund Series I Shares Contractual 0.61% April 30, 2015 April 30, 2019 Series II Shares Contractual 0.86% April 30, 2015 April 30, 2019 Invesco V.I. Diversified Dividend Fund Series I Shares Contractual 2.00% May 1, 2013 June 30, 2018 Series II Shares Contractual 2.25% May 1, 2013 June 30, 2018 Invesco V.I. Equally-Weighted S&P 500 Fund Series I Shares Contractual 2.00% July 1, 2012 June 30, 2018 Series II Shares Contractual 2.25% July 1, 2012 June 30, 2018 Invesco V.I. Equity and Income Fund Series I Shares Contractual 1.50% July 1, 2012 June 30, 2018 Series II Shares Contractual 1.75% July 1, 2012 June 30, 2018 Invesco V.I. Global Core Equity Fund Series I Shares Contractual 2.25% July 1, 2012 June 30, 2018 Series II Shares Contractual 2.50% July 1, 2012 June 30, 2018 Invesco V.I. Global Health Care Fund Series I Shares Contractual 2.00% May 1. 2013 June 30, 2018 Series II Shares Contractual 2.25% May 1, 2013 June 30, 2018 Invesco V.I. Global Real Estate Fund Series I Shares Contractual 2.00% May 1. 2013 June 30, 2018 Series II Shares Contractual 2.25% May 1, 2013 June 30, 2018
/1/ Includes waived fees or reimbursed expenses that Invesco receives from Invesco Cayman Commodity Fund IV, Ltd. 20
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE ---- ------------ ---------- ----------------- -------------- Invesco V.I. Government Money Market Fund Series I Shares Contractual 1.50% May 1, 2013 June 30, 2018 Series II Shares Contractual 1.75% May 1, 2013 June 30, 2018 Invesco V.I. Government Securities Fund Series I Shares Contractual 1.50% May 1, 2013 June 30, 2018 Series II Shares Contractual 1.75% May 1, 2013 June 30, 2018 Invesco V.I. Growth and Income Fund Series I Shares Contractual 0.78% May 1. 2013 April 30, 2019 Series II Shares Contractual 1.03% May 1, 2013 April 30, 2019 Invesco V.I. High Yield Fund Series I Shares Contractual 1.50% May 1, 2014 June 30, 2018 Series II Shares Contractual 1.75% May 1, 2014 June 30, 2018 Invesco V.I. International Growth Fund Series I Shares Contractual 2.25% July 1, 2012 June 30, 2018 Series II Shares Contractual 2.50% July 1, 2012 June 30, 2018 Invesco V.I. Managed Volatility Fund Series I Shares Contractual 2.00% May 1, 2015 June 30, 2018 Series II Shares Contractual 2.25% May 1, 2015 June 30, 2018 Invesco V.I. Mid Cap Core Equity Fund Series I Shares Contractual 2.00% May 1. 2013 June 30, 2018 Series II Shares Contractual 2.25% May 1, 2013 June 30, 2018 Invesco V.I. Mid Cap Growth Fund Series I Shares Contractual 2.00% July 1, 2014 June 30, 2018 Series II Shares Contractual 2.25% July 1, 2014 June 30, 2018 Invesco V.I. S&P 500 Index Fund Series I Shares Contractual 2.00% July 1, 2012 June 30, 2018 Series II Shares Contractual 2.25% July 1, 2012 June 30, 2018 Invesco V.I. Small Cap Equity Fund Series I Shares Contractual 2.00% May 1. 2013 June 30, 2018 Series II Shares Contractual 2.25% May 1, 2013 June 30, 2018 Invesco V.I. Technology Fund Series I Shares Contractual 2.00% May 1. 2013 June 30, 2018 Series II Shares Contractual 2.25% May 1, 2013 June 30, 2018 Invesco V.I. Value Opportunities Fund Series I Shares Contractual 2.00% May 1. 2013 June 30, 2018 Series II Shares Contractual 2.25% May 1, 2013 June 30, 2018
* ACQUIRED FUND FEES AND EXPENSES ("AFFE") WILL BE CALCULATED AS OF THE FUND'S FISCAL YEAR END ACCORDING TO INSTRUCTION 3(F) OF ITEM 3 OF FORM N-1A. "NET AFFE" WILL BE CALCULATED BY SUBTRACTING ANY WAIVERS BY INVESCO ASSOCIATED WITH INVESTMENTS IN AFFILIATED FUNDS, SUCH AS INVESTMENTS IN AFFILIATED MONEY MARKET FUNDS, FROM THE AFFE CALCULATED IN ACCORDANCE WITH THE PRECEDING SENTENCE. FOR CLARITY, THE NET AFFE CALCULATED AS OF THE FUND'S FISCAL YEAR END WILL BE USED THROUGHOUT THE WAIVER PERIOD IN ESTABLISHING THE FUND'S WAIVER AMOUNT, REGARDLESS OF WHETHER ACTUAL AFFE IS MORE OR LESS DURING THE WAIVER PERIOD. 21 Sub-Item 77Q1(e) AMENDMENT NO. 16 TO SUB-ADVISORY CONTRACT This Amendment dated as of December 15, 2017, amends the Sub-Advisory Contract (the "Contract") between Invesco Advisers, Inc. (the "Advisor") and Invesco PowerShares Capital Management LLC (the "Sub-Advisor"). WHEREAS, the parties agree to amend the Contract to change the name of Premier Portfolio to Invesco Premier Portfolio and Premier Tax-Exempt Portfolio to Invesco Premier Tax-Exempt Portfolio, series portfolios of AIM Treasurer's Series Trust (Invesco Treasurer's Series Trust); and to change the name of Government & Agency Portfolio to Invesco Government & Agency Portfolio, Treasury Obligations Portfolio to Invesco Treasury Obligations Portfolio, Tax-Free Cash Reserve Portfolio to Invesco Tax-Free Cash Reserve Portfolio, series portfolios of Short-Term Investments Trust, as listed on the attached Exhibit A, which were approved by shareholders; NOW THEREFORE, in consideration of the promises and the mutual covenants herein contained, it is agreed between the parties hereto as follows: 1. The Contract is hereby amended to include the Funds listed on Exhibit A to the Contract as a recipient of the sub-advisory services by revising recital A) at the beginning of the Agreement to read as follows: The Advisor has entered into an investment advisory agreement with AIM Counselor Series Trust (Invesco Counselor Series Trust) ("ACST"), AIM Funds Group (Invesco Funds Group) ("AFG"), AIM Growth Series (Invesco Growth Series) ("AGS"), AIM International Mutual Funds (Invesco International Mutual Funds) ("AIMF"), AIM Investment Funds (Invesco Investment Funds) ("AIF"), AIM Investment Securities Funds (Invesco Investment Securities Funds) ("AIS"), AIM Tax-Exempt Funds (Invesco Tax-Exempt Funds) ("ATEF"), AIM Treasurer's Series Trust (Invesco Treasurer's Series Trust) ("ATST"), AIM Variable Insurance Funds (Invesco Variable Insurance Funds) ("AVIF"), Invesco Exchange Fund, Invesco Management Trust ("IMT"), Invesco Securities Trust ("IST") and Short-Term Investments Trust ("STIT") (collectively, the "Trusts"), open-end management investment companies registered under the Investment Company Act of 1940, as amended (the "1940 Act"), with respect the funds set forth in Exhibit A attached hereto (each a "Fund" and collectively, the "Funds"); and 2. All other terms and provisions of the Contract not amended shall remain in full force and effect. 1 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. Advisor BY: /s/ John M. Zerr -------------------------- NAME: John M. Zerr TITLE: Senior Vice President 2 INVESCO POWERSHARES CAPITAL MANAGEMENT LLC Sub-Advisor BY: /s/ Daniel E. Draper --------------------------------- NAME: Dan Draper TITLE: Managing Director - Invesco PowerShares Global ETFs 3 EXHIBIT A AIM COUNSELOR SERIES TRUST (INVESCO COUNSELOR SERIES TRUST) Invesco Equally-Weighted S&P 500 Fund Invesco Floating Rate Fund Invesco Pennsylvania Tax Free Income Fund Invesco Short Duration High Yield Municipal Fund Invesco Strategic Real Return Fund AIM FUNDS GROUP (INVESCO FUNDS GROUP) Invesco European Small Company Fund Invesco Small Cap Equity Fund AIM GROWTH SERIES (INVESCO GROWTH SERIES) Invesco Alternative Strategies Fund Invesco Balanced-Risk Retirement Now Fund Invesco Convertible Securities Fund Invesco Multi-Asset Inflation Fund Invesco Quality Income Fund Invesco Small Cap Growth Fund AIM INTERNATIONAL MUTUAL FUNDS (INVESCO INTERNATIONAL MUTUAL FUNDS) Invesco European Growth Fund Invesco Global Opportunities Fund Invesco Global Responsibility Equity Fund Invesco International Companies Fund Invesco International Core Equity Fund Invesco International Growth Fund Invesco Select Opportunities Fund AIM INVESTMENT FUNDS (INVESCO INVESTMENT FUNDS) Invesco All Cap Market Neutral Fund Invesco Balanced-Risk Allocation Fund Invesco Balanced-Risk Commodity Strategy Fund Invesco Developing Markets Fund Invesco Emerging Markets Equity Fund Invesco Emerging Markets Flexible Bond Fund Invesco Endeavor Fund Invesco Global Infrastructure Fund Invesco Global Market Neutral Fund Invesco Global Targeted Returns Fund Invesco Long/Short Equity Fund Invesco Low Volatility Emerging Markets Fund Invesco Macro Allocation Strategy Fund Invesco MLP Fund Invesco Multi-Asset Income Fund AIM INVESTMENT SECURITIES FUNDS (INVESCO INVESTMENT SECURITIES FUND) Invesco Global Real Estate Fund Invesco High Yield Fund 4 AIM TAX-EXEMPT FUNDS (INVESCO TAX-EXEMPT FUNDS) Invesco High Yield Municipal Fund Invesco Intermediate Term Municipal Income Fund Invesco Limited Term Municipal Income Fund Invesco Municipal Income Fund Invesco Tax-Exempt Cash Fund AIM TREASURER'S SERIES TRUST (INVESCO TREASURER'S SERIES TRUST) Invesco Premier Portfolio Invesco Premier Tax-Exempt Portfolio AIM VARIABLE INSURANCE FUNDS (INVESCO VARIABLE INSURANCE FUNDS) Invesco V.I. American Franchise Fund Invesco V.I. American Value Fund Invesco V.I. Balanced-Risk Allocation Fund Invesco V.I. Comstock Fund Invesco V.I. Core Equity Fund Invesco V.I. Core Plus Bond Fund Invesco V.I. Diversified Dividend Fund Invesco V.I. Equally-Weighted S&P 500 Fund Invesco V.I. Equity and Income Fund Invesco V.I. Global Core Equity Fund Invesco V.I. Global Health Care Fund Invesco V.I. Global Real Estate Fund Invesco V.I. Government Money Market Fund Invesco V.I. Government Securities Fund Invesco V.I. Growth and Income Fund Invesco V.I. High Yield Fund Invesco V.I. International Growth Fund Invesco V.I. Managed Volatility Fund Invesco V.I. Mid Cap Core Equity Fund Invesco V.I. Mid Cap Growth Fund Invesco V.I. S&P 500 Index Fund Invesco V.I. Small Cap Equity Fund Invesco V.I. Technology Fund Invesco V.I. Value Opportunities Fund INVESCO EXCHANGE FUND INVESCO MANAGEMENT TRUST Invesco Conservative Income Fund INVESCO SECURITIES TRUST Invesco Balanced-Risk Aggressive Allocation Fund SHORT-TERM INVESTMENTS TRUST Invesco Government & Agency Portfolio Invesco Tax-Free Cash Reserve Portfolio Invesco Treasury Obligations Portfolio 5 Sub-Item 77Q1(e) AMENDMENT NO. 17 TO SUB-ADVISORY CONTRACT This Amendment dated as of December 18, 2017, amends the Sub-Advisory Contract (the "Contract") between Invesco Advisers, Inc. (the "Advisor") and Invesco PowerShares Capital Management LLC (the "Sub-Advisor"). WHEREAS, the parties agree to amend the Contract to add Invesco Peak Retirement(TM) 2065 Fund, Invesco Peak Retirement(TM) 2060 Fund, Invesco Peak Retirement(TM) 2055 Fund, Invesco Peak Retirement(TM) 2050 Fund, Invesco Peak Retirement(TM) 2045 Fund, Invesco Peak Retirement(TM) 2040 Fund, Invesco Peak Retirement(TM) 2035 Fund, Invesco Peak Retirement(TM) 2030 Fund, Invesco Peak Retirement(TM) 2025 Fund, Invesco Peak Retirement(TM) 2020 Fund, Invesco Peak Retirement(TM) 2015 Fund, Invesco Peak Retirement(TM) Now Fund, series portfolios of AIM Growth Series (Invesco Growth Series) and Invesco U.S. Managed Volatility Fund, a series portfolio of AIM Investment Funds (Invesco Investment Funds); NOW THEREFORE, in consideration of the promises and the mutual covenants herein contained, it is agreed between the parties hereto as follows: 1. The Contract is hereby amended to include the Funds listed on Exhibit A to the Contract as a recipient of the sub-advisory services by revising recital A) at the beginning of the Agreement to read as follows: The Advisor has entered into an investment advisory agreement with AIM Counselor Series Trust (Invesco Counselor Series Trust) ("ACST"), AIM Funds Group (Invesco Funds Group) ("AFG"), AIM Growth Series (Invesco Growth Series) ("AGS"), AIM International Mutual Funds (Invesco International Mutual Funds) ("AIMF"), AIM Investment Funds (Invesco Investment Funds) ("AIF"), AIM Investment Securities Funds (Invesco Investment Securities Funds) ("AIS"), AIM Tax-Exempt Funds (Invesco Tax-Exempt Funds) ("ATEF"), AIM Treasurer's Series Trust (Invesco Treasurer's Series Trust) ("ATST"), AIM Variable Insurance Funds (Invesco Variable Insurance Funds) ("AVIF"), Invesco Exchange Fund, Invesco Management Trust ("IMT"), Invesco Securities Trust ("IST") and Short-Term Investments Trust ("STIT") (collectively, the "Trusts"), open-end management investment companies registered under the Investment Company Act of 1940, as amended (the "1940 Act"), with respect the funds set forth in Exhibit A attached hereto (each a "Fund" and collectively, the "Funds"); and 2. All other terms and provisions of the Contract not amended shall remain in full force and effect. 1 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. Advisor BY: /s/ John M. Zerr -------------------------- NAME: John M. Zerr TITLE: Senior Vice President 2 INVESCO POWERSHARES CAPITAL MANAGEMENT LLC Sub-Advisor BY: /s/ Daniel E. Draper --------------------------------- NAME: Dan Draper TITLE: Managing Director - Invesco PowerShares Global ETFs 3 EXHIBIT A AIM COUNSELOR SERIES TRUST (INVESCO COUNSELOR SERIES TRUST) Invesco Equally-Weighted S&P 500 Fund Invesco Floating Rate Fund Invesco Pennsylvania Tax Free Income Fund Invesco Short Duration High Yield Municipal Fund Invesco Strategic Real Return Fund AIM FUNDS GROUP (INVESCO FUNDS GROUP) Invesco European Small Company Fund Invesco Small Cap Equity Fund AIM GROWTH SERIES (INVESCO GROWTH SERIES) Invesco Alternative Strategies Fund Invesco Balanced-Risk Retirement Now Fund Invesco Convertible Securities Fund Invesco Multi-Asset Inflation Fund Invesco Quality Income Fund Invesco Small Cap Growth Fund Invesco Peak Retirement(TM) 2015 Fund Invesco Peak Retirement(TM) 2020 Fund Invesco Peak Retirement(TM) 2025 Fund Invesco Peak Retirement(TM) 2030 Fund Invesco Peak Retirement(TM) 2035 Fund Invesco Peak Retirement(TM) 2040 Fund Invesco Peak Retirement(TM) 2045 Fund Invesco Peak Retirement(TM) 2050 Fund Invesco Peak Retirement(TM) 2055 Fund Invesco Peak Retirement(TM) 2060 Fund Invesco Peak Retirement(TM) 2065 Fund Invesco Peak Retirement(TM) Now Fund AIM INTERNATIONAL MUTUAL FUNDS (INVESCO INTERNATIONAL MUTUAL FUNDS) Invesco European Growth Fund Invesco Global Opportunities Fund Invesco Global Responsibility Equity Fund Invesco International Companies Fund Invesco International Core Equity Fund Invesco International Growth Fund Invesco Select Opportunities Fund AIM INVESTMENT FUNDS (INVESCO INVESTMENT FUNDS) Invesco All Cap Market Neutral Fund Invesco Balanced-Risk Allocation Fund Invesco Balanced-Risk Commodity Strategy Fund Invesco Developing Markets Fund Invesco Emerging Markets Equity Fund Invesco Emerging Markets Flexible Bond Fund Invesco Endeavor Fund 4 Invesco Global Infrastructure Fund Invesco Global Market Neutral Fund Invesco Global Targeted Returns Fund Invesco Long/Short Equity Fund Invesco Low Volatility Emerging Markets Fund Invesco Macro Allocation Strategy Fund Invesco MLP Fund Invesco Multi-Asset Income Fund Invesco U.S. Managed Volatility Fund AIM INVESTMENT SECURITIES FUNDS (INVESCO INVESTMENT SECURITIES FUND) Invesco Global Real Estate Fund Invesco High Yield Fund AIM TAX-EXEMPT FUNDS (INVESCO TAX-EXEMPT FUNDS) Invesco High Yield Municipal Fund Invesco Intermediate Term Municipal Income Fund Invesco Limited Term Municipal Income Fund Invesco Municipal Income Fund Invesco Tax-Exempt Cash Fund AIM TREASURER'S SERIES TRUST (INVESCO TREASURER'S SERIES TRUST) Invesco Premier Portfolio Invesco Premier Tax-Exempt Portfolio AIM VARIABLE INSURANCE FUNDS (INVESCO VARIABLE INSURANCE FUNDS) Invesco V.I. American Franchise Fund Invesco V.I. American Value Fund Invesco V.I. Balanced-Risk Allocation Fund Invesco V.I. Comstock Fund Invesco V.I. Core Equity Fund Invesco V.I. Core Plus Bond Fund Invesco V.I. Diversified Dividend Fund Invesco V.I. Equally-Weighted S&P 500 Fund Invesco V.I. Equity and Income Fund Invesco V.I. Global Core Equity Fund Invesco V.I. Global Health Care Fund Invesco V.I. Global Real Estate Fund Invesco V.I. Government Money Market Fund Invesco V.I. Government Securities Fund Invesco V.I. Growth and Income Fund Invesco V.I. High Yield Fund Invesco V.I. International Growth Fund Invesco V.I. Managed Volatility Fund Invesco V.I. Mid Cap Core Equity Fund Invesco V.I. Mid Cap Growth Fund Invesco V.I. S&P 500 Index Fund Invesco V.I. Small Cap Equity Fund Invesco V.I. Technology Fund Invesco V.I. Value Opportunities Fund 5 INVESCO EXCHANGE FUND INVESCO MANAGEMENT TRUST Invesco Conservative Income Fund INVESCO SECURITIES TRUST Invesco Balanced-Risk Aggressive Allocation Fund SHORT-TERM INVESTMENTS TRUST Invesco Government & Agency Portfolio Invesco Tax-Free Cash Reserve Portfolio Invesco Treasury Obligations Portfolio 6