AMENDMENT NO. 2 TO AMENDED AND RESTATED MASTER INTERGROUP SUB-ADVISORY CONTRACT FOR MUTUAL FUNDS

Exhibit (d)(2)(c)

AMENDMENT NO. 2
TO
AMENDED AND RESTATED MASTER INTERGROUP SUB-ADVISORY CONTRACT
FOR MUTUAL FUNDS

This Amendment dated as of February 10, 2023, amends the Amended and Restated Master Intergroup Sub-Advisory Contract for Mutual Funds (the “Contract”), dated July 1, 2020, between Invesco Advisers, Inc., (the “Adviser”) and each of Invesco Canada Ltd., Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Ltd., Invesco Hong Kong Limited and Invesco Senior Secured Management, Inc. (each a “Sub-Adviser” and, collectively, the “Sub-Advisers”).

W I T N E S S E T H:

WHEREAS, the Trust desires to amend the Agreement to remove Invesco American Value Fund, a series portfolio of AIM Sector Funds (Invesco Sector Funds) (“ASEF”) effective February 10, 2023;

NOW, THEREFORE, the parties agree that;

1. Exhibit A to the Contract is hereby deleted in its entirety and replaced with the following:

“EXHIBIT A
Funds

Invesco Xxxxxxxx Fund
Invesco Xxxxxxxx Select Fund
Invesco Dividend Income Fund
Invesco Energy Fund
Invesco Gold & Special Minerals Fund
Invesco Small Cap Value Fund
Invesco Technology Fund
Invesco Value Opportunities Fund”

2. All other terms and provisions of the Contract not amended shall remain in full force and effect.

IN WITNESS WHEREOF, the parties hereto have caused this Contract to be executed by their officers designated as of the day and year first above written.

	INVESCO ADVISERS, INC.
	Adviser
	By:	/s/ Xxxxxxx Xxxxxxx
	Name:	Xxxxxxx Xxxxxxx
	Title:	Senior Vice President & Secretary

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	INVESCO CANADA LTD.
	Sub-Adviser
	By:	/s/ Xxxxxxx Xxxxxxx
	Name:	Xxxxxxx Xxxxxxx
	Title:	Senior Vice President, Secretary and Head of Legal Canada

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	INVESCO ASSET MANAGEMENT DEUTSCHLAND GMBH
	Sub-Adviser
	By:	/s/ Xxxxxxx Xxxxxx	/s/ Xxxxxxxxx Xxxx
	Name:	Xxxxxxx Xxxxxx	Xxxxxxxxx Xxxx
	Title:	Managing Director	Managing Director

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	INVESCO ASSET MANAGEMENT LIMITED
	Sub-Adviser
	By:	/s/ Xxxxxxxxx Xxxxxxx
	Name:	Xxxxxxxxx Xxxxxxx
	Title :	Director

5 

	INVESCO ASSET MANAGEMENT (JAPAN) LIMITED
	Sub-Adviser
	By:	/s/ Xxxxxxx Xxxxxx
	Name:	Xxxxxxx Xxxxxx
	Title:	CAO

6 

	INVESCO HONG KONG LIMITED
	Sub-Adviser
	By:	/s/ Xxxxxx Xx
	Name:	Xxxxxx Xx
	Title:	Director

7 

	INVESCO SENIOR SECURED MANAGEMENT, INC.
	Sub-Adviser
	By:	/s/ Xxxxxxx Xxxxx
	Name:	Xxxxxxx Xxxxx
	Title:	Secretary

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