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 California Insured Municipal Income Trust, Invesco California Quality
Municipal Securities, Invesco High Yield Fund, Inc., Invesco Insured California
Municipal Securities, Invesco Insured Municipal Bond Trust, Invesco Insured
Municipal Income Trust, Invesco Insured Municipal Securities, Invesco Insured
Municipal Trust, Invesco Municipal Income Opportunities Trust, Invesco Municipal
Income Opportunities Trust II, Invesco Municipal Income Opportunities Trust III,
Invesco Municipal Premium Income Trust, Invesco New York Quality Municipal
Securities, Invesco Prime Income Trust, Invesco Quality Municipal Income Trust,
Invesco Quality Municipal Investment Trust, Invesco Quality Municipal Securities
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 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, the Trusts and Invesco agree 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 Aim agree as follows:
1. Each Trust, for itself and its Funds, and Invesco agree 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 Trust 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 Trust 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 Trust during the previous month in an Affiliated Money
Market Fund.
ii. The Waiver will not apply to those investing Trusts 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; and
(b) "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 requesting and receiving the approval of
the Board of Trustee of the applicable Fund's Trust to remove or amend
such Waiver. Invesco will not have any right to reimbursement of any
amount so waived.
The Boards of Trustees and Invesco may terminate or modify this Memorandum
of Agreement prior to the Expiration Date only by mutual written consent.
Invesco will not have any right to reimbursement of any amount so waived or
reimbursed.
Subject to the foregoing paragraphs, each of the Trusts and Invesco agree
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 the Trusts and Invesco have agreed to continue them.
The Exhibits will be amended to reflect any such agreement.
It is expressly agreed that the obligations of the Trusts hereunder shall
not be binding upon any of the Trustees, shareholders, nominees, officers,
agents or employees of the Trusts personally, but shall only bind the assets and
property of the Funds, as provided in each Trust's Agreement and Declaration of
Trust. The execution and delivery of this Memorandum of Agreement have been
authorized by the Trustees of each Trust, and this Memorandum of Agreement has
been executed and delivered by an authorized officer of each Trust acting as
such; neither such authorization by such Trustees nor such execution and
delivery by such officer shall be deemed to have been made by any of them
individually or to impose any liability on any of them personally, but shall
bind only the assets and property of the Funds, as provided in each Trust's
Agreement and Declaration of Trust.
IN WITNESS WHEREOF, each of the Trusts, on behalf of itself and its Funds
listed in Exhibit A and B to this Memorandum of Agreement, and Invesco have
entered into this Memorandum of Agreement as of the Effective Date on the
attached Exhibits.
AIM COUNSELOR SERIES TRUST (INVESCO COUNSELOR SERIES TRUST)
AIM EQUITY FUNDS (INVESCO EQUITY FUNDS)
AIM FUNDS GROUP (INVESCO FUNDS GROUP)
AIM GROWTH SERIES (INVESCO GROWTH SERIES)
AIM INTERNATIONAL MUTUAL FUNDS (INVESCO INTERNATIONAL MUTUAL FUNDS)
AIM INVESTMENT FUNDS (INVESCO INVESTMENT FUNDS)
AIM INVESTMENT SECURITIES FUNDS (INVESCO INVESTMENT SECURITIES FUNDS)
AIM SECTOR FUNDS (INVESCO SECTOR FUNDS)
AIM TAX-EXEMPT FUNDS (INVESCO TAX-EXEMPT FUNDS)
AIM TREASURER'S SERIES TRUST (INVESCO TREASURER'S SERIES TRUST)
AIM VARIABLE INSURANCE FUNDS (INVESCO VARIABLE INSURANCE FUNDS)
INVESCO CALIFORNIA INSURED MUNICIPAL INCOME TRUST
INVESCO CALIFORNIA QUALITY MUNICIPAL SECURITIES
INVESCO HIGH YIELD FUND, INC.
INVESCO INSURED CALIFORNIA MUNICIPAL SECURITIES
INVESCO INSURED MUNICIPAL BOND TRUST
INVESCO INSURED MUNICIPAL INCOME TRUST
INVESCO INSURED MUNICIPAL
SECURITIES
INVESCO INSURED MUNICIPAL TRUST
INVESCO MUNICIPAL INCOME OPPORTUNITIES TRUST
INVESCO MUNICIPAL INCOME OPPORTUNITIES TRUST II
INVESCO MUNICIPAL INCOME OPPORTUNITIES TRUST III
INVESCO MUNICIPAL PREMIUM INCOME TRUST
INVESCO NEW YORK QUALITY MUNICIPAL SECURITIES
INVESCO PRIME INCOME TRUST
INVESCO QUALITY MUNICIPAL INCOME TRUST
INVESCO QUALITY MUNICIPAL INVESTMENT TRUST
INVESCO QUALITY MUNICIPAL SECURITIES
SHORT-TERM INVESTMENTS TRUST
on behalf of the Funds listed in the Exhibit
to this Memorandum of Agreement
By: /s/ Xxxx X. Xxxx
-------------------
Title: Senior Vice President
INVESCO ADVISERS, INC.
By: /s/ Xxxx X. Xxxx
-------------------
Title: Senior Vice President
EXHIBIT A TO ADVISORY FEE MOA
AIM EQUITY FUNDS
(INVESCO EQUITY
FUNDS) WAIVER DESCRIPTION EFFECTIVE DATE EXPIRATION DATE
----- ---------------------- -------------- ---------------
Invesco will waive advisory fees to the extent
Invesco necessary so that advisory fees Invesco
Constellation Fund receives do not exceed the annualized rates
listed below. 3/27/2006 12/31/2012
0.695% of the first $250M
0.615% of the next $4B
0.595% of the next $750M
0.57% of the next $2.5B
0.545% of the next $2.5B
0.52% of the excess over $10B
AIM TAX-EXEMPT
FUNDS (INVESCO TAX- EXPIRATION
EXEMPT FUNDS) WAIVER DESCRIPTION EFFECTIVE DATE DATE
---------------------- ------------------------- -------------- ------------
Invesco Xxx Xxxxxx Invesco will waive advisory fees in the
Intermediate Term amount of 0.10% of the Fund's average daily
Municipal Income net assets
Fund 2/12/2010 6/30/2012
Invesco Xxx Xxxxxx Invesco will waive advisory fees in the
New York Tax Free amount of 0.25% of the Fund's average daily
Income Fund net assets 2/12/2010 6/30/2012
AIM TREASURER'S
SERIES TRUST
(INVESCO
TREASURER'S SERIES
TRUST) WAIVER DESCRIPTION EFFECTIVE DATE EXPIRATION DATE
---------------------- ------------------------- -------------- ---------------
Invesco will waive advisory fees in the
amount of 0.07% of the Fund's average daily
Premier Portfolio net assets 2/1/2011 12/31/2012
Invesco will waive advisory fees in the
Premier U.S. amount of 0.07% of the Fund's average daily
Government Money net assets
Portfolio 2/1/2011 12/31/2012
EXHIBIT "B"
AIM COUNSELOR SERIES TRUST (INVESCO COUNSELOR SERIES TRUST)
PORTFOLIO EFFECTIVE DATE COMMITTED UNTIL
------------------------------------- ----------------- ---------------
Invesco California Tax-Free Income Fund February 12, 2010 June 30, 2012
Invesco Core Plus Bond Fund June 2, 2009 June 30, 2012
Invesco Equally-Weighted S&P 500 Fund February 12, 2010 June 30, 2012
Invesco Floating Rate Fund July 1, 2007 June 30, 2012
Invesco S&P 500 Index Fund February 12, 2010 June 30, 2012
Invesco Select Real Estate Income Fund July 1, 2007 June 30, 2012
Invesco Structured Core Fund July 1, 2007 June 30, 2012
Invesco Xxx Xxxxxx American Franchise Fund February 12, 2010 June 30, 2012
Invesco Xxx Xxxxxx Equity and Income Fund February 12, 2010 June 30, 2012
Invesco Xxx Xxxxxx Growth and Income Fund February 12, 2010 June 30, 0000
Xxxxxxx Xxx Xxxxxx Xxxxxxxxxxxx Tax Free Income Fund February 12, 2010 June 30, 2012
Invesco Xxx Xxxxxx Small Cap Growth Fund February 12, 2010 June 30, 2012
AIM EQUITY FUNDS (INVESCO EQUITY FUNDS)
PORTFOLIO EFFECTIVE DATE COMMITTED UNTIL
------------------------------------- -------------- ---------------
Invesco Capital Development Fund July 1, 2007 June 30, 2012
Invesco Charter Fund July 1, 2007 June 30, 2012
Invesco Constellation Fund July 1, 2007 June 30, 2012
Invesco Disciplined Equity Fund July 14, 2009 June 30, 2012
Invesco Diversified Dividend Fund July 1, 2007 June 30, 0000
Xxxxxxx Xxxxxx Fund July 1, 2007 June 30, 2012
AIM FUNDS GROUP (INVESCO FUNDS GROUP)
FUND EFFECTIVE DATE COMMITTED UNTIL
-------------------------- -------------- ---------------
Invesco European Small Company Fund July 1, 2007 June 30, 2012
Invesco Global Core Equity Fund July 1, 2007 June 30, 2012
Invesco International Small Company Fund July 1, 2007 June 30, 2012
Invesco Small Cap Equity Fund July 1, 2007 June 30, 2012
AIM GROWTH SERIES (INVESCO GROWTH SERIES)
FUND EFFECTIVE DATE COMMITTED UNTIL
----------------- -------------- ---------------
Invesco Convertible Securities Fund February 12, 2010 June 30, 2012
Invesco Global Equity Fund July 1, 2007 June 30, 2012
Invesco Mid Cap Core Equity Fund July 1, 2007 June 30, 2012
Invesco Small Cap Growth Fund July 1, 2007 June 30, 2012
Invesco Xxx Xxxxxx Leaders Fund February 12, 2010 June 30, 2012
Invesco Xxx Xxxxxx U.S. Mortgage Fund February 12, 2010 June 30, 2012
AIM INTERNATIONAL MUTUAL FUNDS (INVESCO INTERNATIONAL MUTUAL FUNDS)
FUND EFFECTIVE DATE COMMITTED UNTIL
------------------------------------------ -------------- ---------------
Invesco Asia Pacific Growth Fund July 1, 2007 June 30, 2012
Invesco European Growth Fund July 1, 2007 June 30, 2012
Invesco Global Growth Fund July 1, 2007 June 30, 2012
Invesco Global Small & Mid Cap Growth Fund July 1, 2007 June 30, 2012
Invesco International Growth Fund July 1, 2007 June 30, 2012
Invesco International Core Equity Fund July 1, 2007 June 30, 2012
AIM INVESTMENT FUNDS (INVESCO INVESTMENT FUNDS)
FUND EFFECTIVE DATE COMMITTED UNTIL
------ ------------ -----------
Invesco Balanced-Risk Allocation Fund* May 29, 2009 June 30, 2012
Invesco Balanced-Risk Commodity Strategy
Fund** November 29, 2010 June 30, 2012
Invesco China Fund July 1, 2007 June 30, 2012
Invesco Commodities Strategy Fund*** February 12, 2010 June 30, 2012
Invesco Developing Markets Fund July 1, 2007 June 30, 2012
Invesco Emerging Markets Equity Fund May 11, 2011 June 30, 2012
Invesco Emerging Market Local Currency
Debt Fund June 14, 2010 June 30, 2012
Invesco Endeavor Fund July 1, 2007 June 30, 2012
Invesco Global Advantage Fund February 12, 2010 June 30, 2012
Invesco Global Health Care Fund July 1, 2007 June 30, 2012
Invesco International Total Return Fund July 1, 2007 June 30, 2012
Invesco Pacific Growth Fund February 12, 2010 June 30, 2012
Invesco Premium Income Fund December 13, 2011 June 30, 2012
Invesco Small Companies Fund July 1, 2007 June 30, 2012
AIM INVESTMENT SECURITIES FUNDS (INVESCO INVESTMENT SECURITIES FUNDS)
FUND EFFECTIVE DATE COMMITTED UNTIL
-------------------------------------- ----------------- ---------------
Invesco Dynamics Fund July 1, 2007 June 30, 2012
Invesco Global Real Estate Fund July 1, 2007 June 30, 2012
Invesco High Yield Fund July 1, 2007 June 30, 2012
Invesco High Yield Securities Fund February 12, 2010 June 30, 2012
Invesco Limited Maturity Treasury Fund July 1, 2007 June 30, 2012
Invesco Money Market Fund July 1, 2007 June 30, 2012
Invesco Municipal Bond Fund July 1, 2007 June 30, 2012
Invesco Real Estate Fund July 1, 2007 June 30, 2012
Invesco Short Term Bond Fund July 1, 2007 June 30, 0000
Xxxxxxx X.X. Government Fund July 1, 2007 June 30, 2012
Invesco Xxx Xxxxxx Corporate Bond Fund February 12, 2010 June 30, 2012
* 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.
** 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.
*** Advisory fees to be waived by Invesco for Invesco Commodities 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 II,
Ltd. Invests.
