December ,] 2012 JPMorgan Trust I

[December     ,] 2012

JPMorgan Trust I

000 Xxxx Xxxxxx

New York, NY 10017

Dear Sirs:

X.X. Xxxxxx Investment Management Inc, JPMorgan Funds Management, Inc. and JPMorgan Distribution Services, Inc. (collectively, “JPMorgan Service Providers”) hereby agree to waive fees owed to each JPMorgan Service Provider or to reimburse each Fund listed on Schedule A for the time periods indicated. The JPMorgan Service Providers will waive fees or reimburse expenses to the extent total operating expenses exceed the rate of average daily net assets also indicated on Schedule A. This expense limitation does not include acquired fund fees and expenses, dividend expenses on securities sold short, interest, taxes, expenses related to litigation and potential litigation, extraordinary expenses not incurred in the ordinary course of the Funds’ business and expenses related to the X.X. Xxxxxx Funds’ Board of Trustees deferred compensation plan.

The JPMorgan Service Providers understand and intend that the Funds will rely on this agreement in preparing and filing their registration statements on Form N-1A and in accruing the Funds’ expenses for purposes of calculating net asset value and for other purposes, and expressly permit the Funds to do so.

Please acknowledge acceptance on the enclosed copy of this letter.

Very truly yours,

X.X. Xxxxxx Investment Management Inc.

JPMorgan Funds Management, Inc.

JPMorgan Distribution Services, Inc.

By:

Accepted by:

JPMorgan Trust I

By:

JPMTI Fee Waiver Agreement

Page 2

SCHEDULE A

Fund Name		Class		Expense Cap		Expense Cap Period End
JPMorgan Corporate Bond Fund		Class A		0.75%		[June 30, 2014]
		Class C		1.25%		[June 30, 2014]
		Select		0.50%		[June 30, 2014]
		Class R6		0.40%		[June 30, 2014]
JPMorgan Diversified Risk Fund		Class A		1.30%		[December 15, 2013]
		Class C		1.80%		[December 15, 2013]
		Select		1.05%		[December 15, 2013]
		Class R6		0.95%		[December 15, 2013]
JPMorgan Short Duration High Yield Fund		Class A		0.90%		[June 30, 2014]
		Class C		1.40%		[June 30, 2014]
		Select		0.65%		[June 30, 2014]
		Class R6		0.50%		[June 30, 2014]