SUB-ITEM 77Q1(e)
EXHIBIT C
SIXTH AMENDED AND RESTATED
MEMORANDUM OF AGREEMENT
(SECURITIES LENDING ADMINISTRATIVE FEE WAIVER)
This Sixth 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) 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:
1. Each Fund, for itself and its Portfolios, and Invesco agree that until
the expiration date, if any, of the commitment set forth on the
attached Exhibit "A" occurs, as such Exhibit "A" is amended from time
to time, Invesco has agreed that it will not charge any administrative
fee under each Portfolio's advisory agreement in connection with
securities lending activities without prior approval from the
Portfolio's Board (such agreement is referred to as the "Waiver").
2. Neither a Fund nor Invesco may remove or amend the Waiver to a Fund's
detriment prior to requesting and receiving the approval of the
Portfolio's Board to remove or amend the Waiver. Invesco will not have
any right to reimbursement of any amount so waived.
Unless a Fund, by vote of its Board of Trustees terminates the Waiver, or a
Fund and Invesco are unable to reach an agreement on the amount of the Waiver to
which the Fund and Invesco desire to be bound, the Waiver will continue
indefinitely with respect to such Fund. Exhibit "A" will be amended to reflect
the new date through which a Fund and Invesco agree to be bound.
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.
Nothing in this Memorandum of Agreement is intended to affect any other
memorandum of agreement executed by any Fund or Invesco with respect to any
other fee waivers, expense reimbursements and/or expense limitations.
IN WITNESS WHEREOF, each Fund, on behalf of itself and its Portfolios
listed in Exhibit "A" to this Memorandum of Agreement, and Invesco have entered
into this Memorandum of Agreement as of the dates indicated on Exhibit "A".
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 FUNDS)
AIM VARIABLE INSURANCE FUNDS (INVESCO VARIABLE INSURANCE FUNDS)
SHORT-TERM INVESTMENTS TRUST
By: /s/ Xxxx X. Xxxx
-------------------------------
Title: Senior Vice President
INVESCO ADVISERS, INC.
By: /s/ Xxxx X. Xxxx
-------------------------------
Title: Senior Vice President
2
EXHIBIT "A"
AIM COUNSELOR SERIES TRUST (INVESCO COUNSELOR SERIES TRUST)
PORTFOLIO EFFECTIVE DATE COMMITTED UNTIL*
---------------------------------------------------------------------- ----------------- ---------------
Invesco California Tax-Free Income Fund February 12, 2010
Invesco Core Plus Bond Fund June 2, 2009
Invesco Dividend Growth Securities Fund February 12, 2010
Invesco Equally-Weighted S&P 500 Fund February 12, 2010
Invesco Floating Rate Fund April 14, 2006
Invesco S&P 500 Index Fund February 12, 2010
Invesco Select Real Estate Income Fund March 9, 2007
Invesco Structured Core Fund March 31, 2006
Invesco Xxx Xxxxxx American Franchise Fund February 12, 2010
Invesco Xxx Xxxxxx Equity and Income Fund February 12, 2010
Invesco Xxx Xxxxxx Growth and Income Fund February 12, 2010
Invesco Xxx Xxxxxx Money Market Fund February 12, 0000
Xxxxxxx Xxx Xxxxxx Xxxxxxxxxxxx Tax Free Income Fund February 12, 2010
Invesco Xxx Xxxxxx Small Cap Growth Fund February 12, 2010
Invesco Xxx Xxxxxx Tax-Free Money Fund February 12, 2010
AIM EQUITY FUNDS (INVESCO EQUITY FUNDS)
PORTFOLIO EFFECTIVE DATE COMMITTED UNTIL*
---------------------------------------------------------------------- ----------------- ---------------
Invesco Capital Development Fund June 21, 2000
Invesco Charter Fund June 21, 2000
Invesco Constellation Fund June 21, 2000
Invesco Disciplined Equity Fund July 14, 2009
Invesco Diversified Dividend Fund December 28, 0000
Xxxxxxx Xxxxxx Fund July 24, 2000
AIM FUNDS GROUP (INVESCO FUNDS GROUP)
FUND EFFECTIVE DATE COMMITTED UNTIL*
---------------------------------------------------------------------- ----------------- ---------------
Invesco European Small Company Fund August 30, 2000
Invesco Global Core Equity Fund December 27, 2000
Invesco International Small Company Fund August 30, 2000
Invesco Small Cap Equity Fund August 30, 2000
AIM GROWTH SERIES (INVESCO GROWTH SERIES)
FUND EFFECTIVE DATE COMMITTED UNTIL*
---------------------------------------------------------------------- ----------------- ---------------
Invesco Convertible Securities Fund February 12, 2010
Invesco Global Equity Fund September 1, 2001
Invesco Mid Cap Core Equity Fund September 1, 2001
Invesco Small Cap Growth Fund September 11, 2000
Invesco Xxx Xxxxxx Leaders Fund February 12, 2010
Invesco Xxx Xxxxxx U.S. Mortgage Fund February 12, 2010
* Committed until the Fund or Invesco requests and receives the approval of
the Fund's Board to remove or amend such fee waiver. Such commitments are
evergreen until amended and apply to each Portfolio of a Fund.
A-1
AIM INTERNATIONAL MUTUAL FUNDS (INVESCO INTERNATIONAL MUTUAL FUNDS)
FUND EFFECTIVE DATE COMMITTED UNTIL*
---------------------------------------------------------------------- ----------------- ---------------
Invesco Asia Pacific Growth Fund June 21, 2000
Invesco European Growth Fund June 21, 2000
Invesco Global Growth Fund June 21, 2000
Invesco Global Small & Mid Cap Growth Fund June 21, 2000
Invesco International Growth Fund June 21, 2000
Invesco International Core Equity Fund November 25, 2003
AIM INVESTMENT FUNDS (INVESCO INVESTMENT FUNDS)
FUND EFFECTIVE DATE COMMITTED UNTIL*
---------------------------------------------------------------------- ----------------- ---------------
Invesco Balanced-Risk Allocation Fund May 29, 2009
Invesco Balanced-Risk Commodities Xxxxxxxx Xxxx Xxxxxxxx 00, 0000
Xxxxxxx Xxxxx Fund March 31, 2006
Invesco Commodities Strategy Fund February 12, 2010
Invesco Developing Markets Fund September 1, 2001
Invesco Emerging Markets Equity Fund May 11, 2011
Invesco Emerging Market Local Currency Debt Fund June 14, 2010
Invesco Endeavor Fund November 4, 2003
Invesco Global Advantage Fund February 12, 2010
Invesco Global Health Care Fund September 1, 2001
Invesco International Total Return Fund March 31, 2006
Invesco Pacific Growth Fund February 12, 2010
Invesco Small Companies Fund November 4, 2003
Invesco Xxx Xxxxxx Global Tactical Asset Allocation Fund February 12, 2010
AIM INVESTMENT SECURITIES FUNDS (INVESCO INVESTMENT SECURITIES FUNDS)
FUND EFFECTIVE DATE COMMITTED UNTIL*
---------------------------------------------------------------------- ----------------- ---------------
Invesco Dynamics Fund November 25, 2003
Invesco Global Real Estate Fund April 29, 2005
Invesco High Yield Fund June 1, 2000
Invesco High Yield Securities Fund February 12, 2010
Invesco Limited Maturity Treasury Fund June 1, 2000
Invesco Money Market Fund June 1, 2000
Invesco Municipal Bond Fund June 1, 2000
Invesco Real Estate Fund September 11, 2000
Invesco Short Term Bond Fund August 29, 2002
Invesco U.S. Government Fund June 1, 2000
Invesco Xxx Xxxxxx Corporate Bond Fund February 12, 2010
AIM SECTOR FUNDS (INVESCO SECTOR FUNDS)
FUND EFFECTIVE DATE COMMITTED UNTIL+
---------------------------------------------------------------------- ----------------- ---------------
Invesco Energy Fund November 25, 2003
Invesco Gold & Precious Metals Fund November 25, 2003
Invesco Leisure Fund November 25, 2003
* Committed until the Fund or Invesco requests and receives the approval of
the Fund's Board to remove or amend such fee waiver. Such commitments are
evergreen until amended and apply to each Portfolio of a Fund.
+ Committed until the Fund or Invesco requests and receives the approval of
the Fund's Board to remove or amend such fee waiver. Such commitments are
evergreen until amended and apply to each Portfolio of a Fund.
A-2
Invesco Technology Fund November 25, 2003
Invesco Technology Sector Fund February 12, 2010
Invesco U.S. Mid Cap Value Fund February 12, 2010
Invesco Utilities Fund November 25, 2003
Invesco Value Fund February 12, 2010
Invesco Xxx Xxxxxx American Value Fund February 12, 2010
Invesco Xxx Xxxxxx Xxxxxxxx Fund February 12, 2010
Invesco Xxx Xxxxxx Mid Cap Growth Fund February 12, 2010
Invesco Xxx Xxxxxx Small Cap Value Fund February 12, 2010
Invesco Xxx Xxxxxx Value Opportunities Fund February 12, 2010
AIM TAX-EXEMPT FUNDS (INVESCO TAX-EXEMPT FUNDS)
FUND EFFECTIVE DATE COMMITTED UNTIL*
---------------------------------------------------------------------- ----------------- ----------------
Invesco High Income Municipal Fund June 1, 2000
Invesco Tax-Exempt Cash Fund June 1, 2000
Invesco Tax-Free Intermediate Fund June 1, 2000
Invesco Xxx Xxxxxx High Yield Municipal Fund February 12, 2010
Invesco Xxx Xxxxxx Intermediate Term Municipal Income Fund February 12, 2010
Invesco Xxx Xxxxxx Municipal Income Fund February 12, 0000
Xxxxxxx Xxx Xxxxxx Xxx Xxxx Tax Free Income Fund February 12, 2010
AIM TREASURER'S SERIES TRUST (INVESCO TREASURER'S SERIES TRUST)
FUND EFFECTIVE DATE COMMITTED UNTIL*
---------------------------------------------------------------------- ----------------- ----------------
Premier Portfolio November 25, 2003
Premier Tax-Exempt Portfolio November 25, 2003
Premier U.S. Government Money Portfolio November 25, 2003
AIM VARIABLE INSURANCE FUNDS (INVESCO INSURANCE FUNDS)
FUND EFFECTIVE DATE COMMITTED UNTIL*
---------------------------------------------------------------------- ------------------ ----------------
Invesco V.I. Balanced-Risk Allocation Fund May 1, 2000
Invesco V.I. Basic Value Fund September 10, 2001
Invesco V.I. Capital Appreciation Fund May 1, 2000
Invesco V.I. Capital Development Fund May 1, 2000
Invesco V.I. Core Equity Fund May 1, 2000
Invesco V.I. Diversified Income Fund May 1, 2000
Invesco V.I. Dividend Growth Fund February 9, 2010
Invesco V.I. Global Health Care Fund April 30, 2004
Invesco V.I. Global Real Estate Fund April 30, 2004
Invesco V.I. Government Securities Fund May 1, 2000
Invesco V.I. High Yield Fund May 1, 2000
Invesco V.I. High Yield Securities Fund February 12, 2010
Invesco V.I. International Growth Fund May 1, 2000
Invesco X.X. Xxxxxxx Xxxx Xxxxx 00, 0000
Xxxxxxx V.I. Mid Cap Core Equity Fund September 10, 2001
Invesco V.I. Money Market Fund May 1, 2000
Invesco V.I. PowerShares ETF Allocation Fund October 22, 2008
* Committed until the Fund or Invesco requests and receives the approval of
the Fund's Board to remove or amend such fee waiver. Such commitments are
evergreen until amended and apply to each Portfolio of a Fund.
A-3
Invesco V.I. S&P 500 Index Fund February 12, 2010
Invesco V.I. Select Dimensions Equally-Weighted
S&P 500 Fund February 12, 2010
Invesco V.I. Small Cap Equity Fund September 1, 2003
Invesco V.I. Technology Fund April 30, 2004
Invesco V.I. Utilities Fund April 30, 2004
Invesco Xxx Xxxxxx V.I. Capital Growth Fund February 12, 2010
Invesco Xxx Xxxxxx V.I. Xxxxxxxx Fund February 12, 2010
Invesco Xxx Xxxxxx V.I. Equity and Income Fund February 12, 2010
Invesco Xxx Xxxxxx V.I. Global Value Equity Fund February 12, 2010
Invesco Xxx Xxxxxx V.I. Growth and Income Fund February 12, 2010
Invesco Xxx Xxxxxx V.I. Mid Cap Growth Fund February 12, 2010
Invesco Xxx Xxxxxx V.I. Mid Cap Value Fund February 12, 2010
SHORT-TERM INVESTMENTS TRUST
FUND EFFECTIVE DATE COMMITTED UNTIL*
---------------------------------------------------------------------- ----------------- ---------------
Government & Agency Portfolio June 1, 2000
Government TaxAdvantage Portfolio June 1, 2000
Liquid Assets Portfolio June 1, 2000
STIC Prime Portfolio June 1, 2000
Tax-Free Cash Reserve Portfolio June 1, 2000
Treasury Portfolio June 1, 2000
* Committed until the Fund or Invesco requests and receives the approval of
the Fund's Board to remove or amend such fee waiver. Such commitments are
evergreen until amended and apply to each Portfolio of a Fund.
A-4
