Common use of SECURITIES TRUST Clause in Contracts

SECURITIES TRUST. FUND EFFECTIVE DATE COMMITTED UNTIL ---- ---------------- --------------- Invesco Balanced-Risk Aggressive Allocation Fund January 16, 2013 June 30, 2017 INVESCO MANAGEMENT TRUST FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- --------------- Invesco Conservative Income Fund July 1, 2014 June 30, 2017 CLOSED-END FUNDS FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- --------------- Invesco Advantage Municipal Income Trust II May 15, 2012 June 30, 0000 Xxxxxxx Xxxxxxxxxx Value Municipal Income Trust May 15, 2012 June 30, 2017 Invesco Dynamic Credit Opportunities Fund May 15, 2012 June 30, 2017 Invesco High Income Trust II May 15, 2012 June 30, 2017 Invesco Municipal Opportunity Trust May 15, 2012 June 30, 2017 Invesco Municipal Trust May 15, 2012 June 30, 0000 Xxxxxxx Xxxxxxxxxxxx Value Municipal Income Trust May 15, 2012 June 30, 2017 Invesco Senior Income Trust May 15, 2012 June 30, 2017 Invesco Trust for Investment Grade Municipals May 15, 2012 June 30, 2017 Invesco Trust for Investment Grade New York Municipals May 15, 2012 June 30, 2017 Invesco Value Municipal Income Trust June 1, 2010 June 30, 2017 Sub-Item 77Q1(e) MEMORANDUM OF AGREEMENT (EXPENSE LIMITATIONS)

SECURITIES TRUST. FUND EFFECTIVE DATE COMMITTED UNTIL ---- ---------------- ----------------- --------------- Invesco Balanced-Risk Aggressive Allocation Fund January 16, 2013 June 30, 2017 2016 INVESCO MANAGEMENT TRUST FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- ----------------- --------------- Invesco Conservative Income Fund July 1, 2014 June 30, 2017 2016 CLOSED-END FUNDS FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- ----------------- --------------- Invesco Advantage Municipal Income Trust II May 15, 2012 June 30, 2016 Invesco Bond Fund May 15, 2012 June 30, 0000 Xxxxxxx Xxxxxxxxxx Value Municipal Income Trust May 15, 2012 June 30, 2017 2016 Invesco Dynamic Credit Opportunities Fund May 15, 2012 June 30, 2017 2016 Invesco Exchange Fund May 15, 2012 June 30, 2016 Invesco High Income Trust II May 15, 2012 June 30, 2017 2016 Invesco Municipal Income Opportunities Trust June 1, 2010 June 30, 2016 Invesco Municipal Opportunity Trust May 15, 2012 June 30, 2017 2016 Invesco Municipal Trust May 15, 2012 June 30, 0000 Xxxxxxx Xxxxxxxxxxxx Value Municipal Income Trust May 15, 2012 June 30, 2017 2016 Invesco Quality Municipal Income Trust June 1, 2010 June 30, 2016 Invesco Senior Income Trust May 15, 2012 June 30, 2017 2016 Invesco Senior Loan Fund May 15, 2012 June 30, 2016 Invesco Trust for Investment Grade Municipals May 15, 2012 June 30, 2017 2016 Invesco Trust for Investment Grade New York Municipals May 15, 2012 June 30, 2017 2016 Invesco Value Municipal Income Trust June 1, 2010 June 30, 2017 2016 Sub-Item 77Q1(e) MEMORANDUM OF TERMINATION AGREEMENT This Agreement is made as of January 16, 2015, by and among Invesco Advisers, Inc. (EXPENSE LIMITATIONSthe "Adviser") and Invesco Australia Limited (the "Subadviser").

SECURITIES TRUST. FUND EFFECTIVE DATE COMMITTED UNTIL ---- ---------------- --------------- Invesco Balanced-Risk Aggressive Allocation Fund January 16, 2013 June 30, 2017 INVESCO MANAGEMENT 2013 SHORT-TERM INVESTMENTS TRUST FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- --------------- Invesco Conservative Income Fund Government TaxAdvantage Portfolio July 1, 2014 2007 June 30, 2017 2013 STIC Prime Portfolio July 1, 2007 June 30, 2013 Treasury Portfolio July 1, 2007 June 30, 2013 CLOSED-END FUNDS FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- --------------- Invesco Advantage Municipal Income Opportunities Trust June 1, 2010 June 30, 2013 Invesco Quality Municipal Income Trust II May 15June 1, 2012 2010 June 30, 0000 Xxxxxxx Xxxxxxxxxx Value Municipal Income Trust May 15, 2012 June 30, 2017 Invesco Dynamic Credit Opportunities Fund May 15, 2012 June 30, 2017 Invesco High Income Trust II May 15, 2012 June 30, 2017 Invesco Municipal Opportunity Trust May 15, 2012 June 30, 2017 Invesco Municipal Trust May 15, 2012 June 30, 0000 Xxxxxxx Xxxxxxxxxxxx Value Municipal Income Trust May 15, 2012 June 30, 2017 Invesco Senior Income Trust May 15, 2012 June 30, 2017 Invesco Trust for Investment Grade Municipals May 15, 2012 June 30, 2017 Invesco Trust for Investment Grade New York Municipals May 15, 2012 June 30, 2017 2013 Invesco Value Municipal Income Trust June 1, 2010 June 30, 2017 2013 Sub-Item 77Q1(e) MEMORANDUM OF AMENDMENT NO. 6 TO MASTER INVESTMENT ADVISORY AGREEMENT This Amendment dated as of September 24, 2012, amends the Master Investment Advisory Agreement (EXPENSE LIMITATIONSthe "Agreement"), dated June 1, 2000, between AIM Tax-Exempt Funds (Invesco Tax-Exempt Funds), a Delaware statutory trust, and Invesco Advisers, Inc., a Delaware corporation.

SECURITIES TRUST. FUND EFFECTIVE DATE COMMITTED UNTIL ---- ---------------- --------------- Invesco Balanced-Risk Aggressive Allocation Fund January 16, 2013 June 30, 2017 2016 INVESCO MANAGEMENT TRUST FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- ---------------- --------------- Invesco Conservative Income Fund July 1, 2014 June 30, 2017 2016 CLOSED-END FUNDS FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- ---------------- --------------- Invesco Advantage Municipal Income Trust II May 15, 2012 June 30, 2016 Invesco Bond Fund May 15, 2012 June 30, 0000 Xxxxxxx Xxxxxxxxxx Value Municipal Income Trust May 15, 2012 June 30, 2017 2016 Invesco Dynamic Credit Opportunities Fund May 15, 2012 June 30, 2017 2016 Invesco Exchange Fund May 15, 2012 June 30, 2016 Invesco High Income Trust II May 15, 2012 June 30, 2017 2016 Invesco Municipal Income Opportunities Trust June 1, 2010 June 30, 2016 Invesco Municipal Opportunity Trust May 15, 2012 June 30, 2017 2016 Invesco Municipal Trust May 15, 2012 June 30, 0000 Xxxxxxx Xxxxxxxxxxxx Value Municipal Income Trust May 15, 2012 June 30, 2017 2016 Invesco Quality Municipal Income Trust June 1, 2010 June 30, 2016 Invesco Senior Income Trust May 15, 2012 June 30, 2017 2016 Invesco Senior Loan Fund May 15, 2012 June 30, 2016 Invesco Trust for Investment Grade Municipals May 15, 2012 June 30, 2017 2016 Invesco Trust for Investment Grade New York Municipals May 15, 2012 June 30, 2017 2016 Invesco Value Municipal Income Trust June 1, 2010 June 30, 2017 2016 Sub-Item 77Q1(e) MEMORANDUM OF AGREEMENT (EXPENSE LIMITATIONS)

SECURITIES TRUST. FUND EFFECTIVE DATE COMMITTED UNTIL ---- ---------------- --------------- Invesco Balanced-Risk Aggressive Allocation Fund January 16, 2013 June 30, 2017 INVESCO MANAGEMENT 2013 SHORT-TERM INVESTMENTS TRUST FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- --------------- Invesco Conservative Income Fund Government TaxAdvantage Portfolio July 1, 2014 2007 June 30, 2017 2013 STIC Prime Portfolio July 1, 2007 June 30, 2013 Treasury Portfolio July 1, 2007 June 30, 2013 CLOSED-END FUNDS FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- --------------- Invesco Advantage Municipal Income Opportunities Trust June 1, 2010 June 30, 2013 Invesco Quality Municipal Income Trust II May 15June 1, 2012 2010 June 30, 0000 Xxxxxxx Xxxxxxxxxx Value Municipal Income Trust May 15, 2012 June 30, 2017 Invesco Dynamic Credit Opportunities Fund May 15, 2012 June 30, 2017 Invesco High Income Trust II May 15, 2012 June 30, 2017 Invesco Municipal Opportunity Trust May 15, 2012 June 30, 2017 Invesco Municipal Trust May 15, 2012 June 30, 0000 Xxxxxxx Xxxxxxxxxxxx Value Municipal Income Trust May 15, 2012 June 30, 2017 Invesco Senior Income Trust May 15, 2012 June 30, 2017 Invesco Trust for Investment Grade Municipals May 15, 2012 June 30, 2017 Invesco Trust for Investment Grade New York Municipals May 15, 2012 June 30, 2017 2013 Invesco Value Municipal Income Trust June 1, 2010 June 30, 2017 2013 SUB-ITEM 77Q1(e) AMENDMENT NO. 4 TO MASTER INTERGROUP SUB-ADVISORY CONTRACT FOR MUTUAL FUNDS This Amendment dated as of September 24, 2012, amends the Master Intergroup Sub-Item 77Q1(eAdvisory Contract for Mutual Funds (the "Contract"), dated May 1, 2008, between Invesco Advisers, Inc. (the "Adviser"), on behalf of AIM International Mutual Funds (Invesco International Mutual Funds), and each of Invesco Canada Ltd., Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) MEMORANDUM OF AGREEMENT Ltd., Invesco Australia Limited, Invesco Hong Kong Limited and Invesco Senior Secured Management, Inc. (EXPENSE LIMITATIONSeach a "Sub-Adviser" and, collectively, the "Sub-Advisers").

SECURITIES TRUST. FUND EFFECTIVE DATE COMMITTED UNTIL ---- ---------------- ----------------- --------------- Invesco Balanced-Risk Aggressive Allocation Fund January 16, 2013 June 30, 2017 2016 INVESCO MANAGEMENT TRUST FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- ----------------- --------------- Invesco Conservative Income Fund July 1, 2014 June 30, 2017 2016 CLOSED-END FUNDS FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- ----------------- --------------- Invesco Advantage Municipal Income Trust II May 15, 2012 June 30, 2016 Invesco Bond Fund May 15, 2012 June 30, 0000 Xxxxxxx Xxxxxxxxxx Value Municipal Income Trust May 15, 2012 June 30, 2017 2016 Invesco Dynamic Credit Opportunities Fund May 15, 2012 June 30, 2017 2016 Invesco Exchange Fund May 15, 2012 June 30, 2016 Invesco High Income Trust II May 15, 2012 June 30, 2017 2016 Invesco Municipal Income Opportunities Trust June 1, 2010 June 30, 2016 Invesco Municipal Opportunity Trust May 15, 2012 June 30, 2017 2016 Invesco Municipal Trust May 15, 2012 June 30, 0000 Xxxxxxx Xxxxxxxxxxxx Value Municipal Income Trust May 15, 2012 June 30, 2017 2016 Invesco Quality Municipal Income Trust June 1, 2010 June 30, 2016 Invesco Senior Income Trust May 15, 2012 June 30, 2017 2016 Invesco Senior Loan Fund May 15, 2012 June 30, 2016 Invesco Trust for Investment Grade Municipals May 15, 2012 June 30, 2017 2016 Invesco Trust for Investment Grade New York Municipals May 15, 2012 June 30, 2017 2016 Invesco Value Municipal Income Trust June 1, 2010 June 30, 2017 Sub-Item 77Q1(e) MEMORANDUM OF AGREEMENT (EXPENSE LIMITATIONS)2016

SECURITIES TRUST. FUND EFFECTIVE DATE COMMITTED UNTIL ---- ---------------- ----------------- --------------- Invesco Balanced-Risk Aggressive Allocation Fund January 16, 2013 June 30, 2017 2016 INVESCO MANAGEMENT TRUST FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- --------------- Invesco Conservative Income Fund July 1, 2014 June 30, 2017 2016 CLOSED-END FUNDS FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- --------------- Invesco Advantage Municipal Income Trust II May 15, 2012 June 30, 2016 Invesco Bond Fund May 15, 2012 June 30, 0000 Xxxxxxx Xxxxxxxxxx Value Municipal Income Trust May 15, 2012 June 30, 2017 2016 Invesco Dynamic Credit Opportunities Fund May 15, 2012 June 30, 2017 2016 Invesco Exchange Fund May 15, 2012 June 30, 2016 Invesco High Income Trust II May 15, 2012 June 30, 2017 2016 Invesco Municipal Income Opportunities Trust June 1, 2010 June 30, 2016 Invesco Municipal Opportunity Trust May 15, 2012 June 30, 2017 2016 Invesco Municipal Trust May 15, 2012 June 30, 0000 Xxxxxxx Xxxxxxxxxxxx Value Municipal Income Trust May 15, 2012 June 30, 2017 2016 Invesco Quality Municipal Income Trust June 1, 2010 June 30, 2016 Invesco Senior Income Trust May 15, 2012 June 30, 2017 2016 Invesco Senior Loan Fund May 15, 2012 June 30, 2016 Invesco Trust for Investment Grade Municipals May 15, 2012 June 30, 2017 2016 Invesco Trust for Investment Grade New York Municipals May 15, 2012 June 30, 2017 2016 Invesco Value Municipal Income Trust June 1, 2010 June 30, 2017 2016 Sub-Item 77Q1(e) MEMORANDUM OF AGREEMENT (EXPENSE LIMITATIONS)

SECURITIES TRUST. FUND EFFECTIVE DATE COMMITTED UNTIL ---- ---------------- ----------------- --------------- Invesco Balanced-Risk Aggressive Allocation Fund January 16, 2013 June 30, 2017 2016 INVESCO MANAGEMENT TRUST FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- --------------- Invesco Conservative Income Fund July 1, 2014 June 30, 2017 2016 CLOSED-END FUNDS FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- --------------- Invesco Advantage Municipal Income Trust II May 15, 2012 June 30, 2016 Invesco Bond Fund May 15, 2012 June 30, 0000 Xxxxxxx Xxxxxxxxxx Value Municipal Income Trust May 15, 2012 June 30, 2017 2016 Invesco Dynamic Credit Opportunities Fund May 15, 2012 June 30, 2017 2016 Invesco Exchange Fund May 15, 2012 June 30, 2016 Invesco High Income Trust II May 15, 2012 June 30, 2017 2016 Invesco Municipal Income Opportunities Trust June 1, 2010 June 30, 2016 Invesco Municipal Opportunity Trust May 15, 2012 June 30, 2017 2016 Invesco Municipal Trust May 15, 2012 June 30, 0000 Xxxxxxx Xxxxxxxxxxxx Value Municipal Income Trust May 15, 2012 June 30, 2017 2016 Invesco Quality Municipal Income Trust June 1, 2010 June 30, 2016 Invesco Senior Income Trust May 15, 2012 June 30, 2017 2016 Invesco Senior Loan Fund May 15, 2012 June 30, 2016 Invesco Trust for Investment Grade Municipals May 15, 2012 June 30, 2017 2016 Invesco Trust for Investment Grade New York Municipals May 15, 2012 June 30, 2017 2016 Invesco Value Municipal Income Trust June 1, 2010 June 30, 2017 2016 Sub-Item 77Q1(e) MEMORANDUM OF TERMINATION AGREEMENT This Agreement is made as of January 16, 2015, by and among Invesco Advisers, Inc. (EXPENSE LIMITATIONSthe "Adviser") and Invesco Australia Limited (the "Subadviser").

SECURITIES TRUST. FUND EFFECTIVE DATE COMMITTED UNTIL ---- ---------------- ----------------- --------------- Invesco Balanced-Risk Aggressive Allocation Fund January 16, 2013 June 30, 2017 2016 INVESCO MANAGEMENT TRUST FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- ----------------- --------------- Invesco Conservative Income Fund July 1, 2014 June 30, 2017 2016 CLOSED-END FUNDS FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- ----------------- --------------- Invesco Advantage Municipal Income Trust II May 15, 2012 June 30, 2016 Invesco Bond Fund May 15, 2012 June 30, 0000 Xxxxxxx Xxxxxxxxxx Value Municipal Income Trust May 15, 2012 June 30, 2017 2016 Invesco Dynamic Credit Opportunities Fund May 15, 2012 June 30, 2017 2016 Invesco Exchange Fund May 15, 2012 June 30, 2016 Invesco High Income Trust II May 15, 2012 June 30, 2017 2016 Invesco Municipal Income Opportunities Trust June 1, 2010 June 30, 2016 Invesco Municipal Opportunity Trust May 15, 2012 June 30, 2017 2016 Invesco Municipal Trust May 15, 2012 June 30, 0000 Xxxxxxx Xxxxxxxxxxxx Value Municipal Income Trust May 15, 2012 June 30, 2017 2016 Invesco Quality Municipal Income Trust June 1, 2010 June 30, 2016 Invesco Senior Income Trust May 15, 2012 June 30, 2017 2016 Invesco Senior Loan Fund May 15, 2012 June 30, 2016 Invesco Trust for Investment Grade Municipals May 15, 2012 June 30, 2017 2016 Invesco Trust for Investment Grade New York Municipals May 15, 2012 June 30, 2017 2016 Invesco Value Municipal Income Trust June 1, 2010 June 30, 2017 2016 Sub-Item 77Q1(e) EIGHTH AMENDED AND RESTATED MEMORANDUM OF AGREEMENT (EXPENSE LIMITATIONSSECURITIES LENDING ADMINISTRATIVE FEE WAIVER) This Eighth Amended and Restated Memorandum of Agreement is entered into as of the dates indicated on Exhibit "A" 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 Management Trust, Invesco Securities Trust and Short-Term Investments Trust (each a "Fund" and collectively, the "Funds"), on behalf of the portfolios listed on Exhibit "A" to this Memorandum of Agreement (the "Portfolios"), and Invesco Advisers, Inc. ("Invesco"). 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 Funds and Invesco agree as follows:

SECURITIES TRUST. FUND EFFECTIVE DATE COMMITTED UNTIL ---- ---------------- ----------------- --------------- Invesco Balanced-Risk Aggressive Allocation Fund January 16, 2013 June 30, 2017 2016 INVESCO MANAGEMENT TRUST FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- --------------- Invesco Conservative Income Fund July 1, 2014 June 30, 2017 2016 CLOSED-END FUNDS FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- --------------- Invesco Advantage Municipal Income Trust II May 15, 2012 June 30, 2016 Invesco Bond Fund May 15, 2012 June 30, 0000 Xxxxxxx Xxxxxxxxxx Value Municipal Income Trust May 15, 2012 June 30, 2017 2016 Invesco Dynamic Credit Opportunities Fund May 15, 2012 June 30, 2017 2016 Invesco Exchange Fund May 15, 2012 June 30, 2016 Invesco High Income Trust II May 15, 2012 June 30, 2017 2016 Invesco Municipal Income Opportunities Trust June 1, 2010 June 30, 2016 Invesco Municipal Opportunity Trust May 15, 2012 June 30, 2017 2016 Invesco Municipal Trust May 15, 2012 June 30, 0000 Xxxxxxx Xxxxxxxxxxxx Value Municipal Income Trust May 15, 2012 June 30, 2017 2016 Invesco Quality Municipal Income Trust June 1, 2010 June 30, 2016 Invesco Senior Income Trust May 15, 2012 June 30, 2017 2016 Invesco Senior Loan Fund May 15, 2012 June 30, 2016 Invesco Trust for Investment Grade Municipals May 15, 2012 June 30, 2017 2016 Invesco Trust for Investment Grade New York Municipals May 15, 2012 June 30, 2017 2016 Invesco Value Municipal Income Trust June 1, 2010 June 30, 2017 2016 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 California Value Municipal Trust, Invesco High Income Trust II, Invesco Management Trust, Invesco Municipal Income Opportunities Trust, Invesco Quality Municipal Income Trust, Invesco Securities Trust, Invesco Trust for Investment Grade New York Municipals, Invesco Value Municipal Income Trust and Short-Term Investments Trust (each a "Trust" or, collectively, the "Trusts"), on behalf of the funds listed on the Exhibits to this Memorandum of Agreement (the "Funds"), and Invesco Advisers, Inc. ("Invesco"). Invesco shall and hereby agrees to waive fees or reimburse expenses of each Fund, on behalf of its respective classes as applicable, severally and not jointly, as indicated in the attached Exhibits. For and in consideration of the mutual terms and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Trusts and Invesco agree as follows: For the Contractual Limits (listed in Exhibits A - D), Invesco agrees until at least the expiration date set forth on the attached Exhibits A - D (the "Expiration Date") that Invesco will waive its fees or reimburse expenses to the extent that expenses of a class of a Fund (excluding (i) interest; (ii) taxes; (iii) dividend expense on short sales; (iv) extraordinary or non-routine items, including litigation expenses; and (v) expenses that each Fund has incurred but did not actually pay because of an expense offset arrangement, if applicable) exceed the rate, on an annualized basis, set forth on the Exhibits of the average daily net assets allocable to such class. Acquired fund fees and expenses are not fees or expenses incurred by a fund directly but are expenses of the investment companies in which a fund invests. These fees and expenses are incurred indirectly through the valuation of a fund's investment in these investment companies. Acquired fund fees and expenses are required to be disclosed and included in the total annual fund operating expenses in the prospectus fee table. As a result, the net total annual fund operating expenses shown in the prospectus fee table may exceed the expense limits reflected in Exhibits A - D. With regard to the Contractual Limits, the Board of Trustees of the Trust and Invesco may terminate or modify this Memorandum of Agreement prior to the Expiration Date only by mutual written consent. Invesco will not have any right to reimbursement of any amount so waived or reimbursed. For the Contractual Limits, Invesco agrees to review the then-current expense limitations for each class of each Fund listed on the Exhibits on a date prior to the Expiration Date to determine whether such limitations should be amended, continued or terminated. The expense limitations will expire upon the Expiration Date unless Invesco has agreed to continue them. The Exhibits will be amended to reflect any such agreement. For the Voluntary Limits (listed in Exhibits A - D), Invesco agrees that these are not contractual in nature and that Invesco may establish, amend and/or terminate such expense limitations at any time in its sole discretion. Any delay or failure by Invesco to update this Memorandum of Agreement with regards to the terminations, extensions, or expirations of the Voluntary Limits shall have no effect on the term of such Voluntary Limitations; the Voluntary Limitations are listed herein for informational purposes only. It is expressly agreed that the obligations of each Trust hereunder shall not be binding upon any of the Trustees, shareholders, nominees, officers, agents or employees of the Trusts personally, but shall only bind the assets and property of each Fund, as provided in each Trust's Agreement and Declaration of Trust. The execution and delivery of this Memorandum of Agreement have been authorized by the Trustees of the Trusts, and this Memorandum of Agreement has been executed and delivered by an authorized officer of the Trusts acting as such; neither such authorization by such Trustees nor such execution and delivery by such officer shall be deemed to have been made by any of them individually or to impose any liability on any of them personally, but shall bind only the assets and property of the Funds, as provided in each Trust's Agreement and Declaration of Trust.