AMENDMENT NO. 40 TO MASTER INVESTMENT ADVISORY AGREEMENT
AMENDMENT NO. 40
TO
MASTER INVESTMENT ADVISORY AGREEMENT
This Amendment dated as of May 24, 2019, amends the Master Investment Advisory Agreement (the “Agreement”), dated September 11, 2000, between AIM Investment Funds (Invesco Investment Funds), a Delaware statutory trust, and Invesco Advisers, Inc., a Delaware corporation.
WITNESSETH:
`WHEREAS, the Trust desires to add Invesco Oppenheimer Capital Income Fund, Invesco Oppenheimer Developing Markets Fund, Invesco Oppenheimer Discovery Mid Cap Growth Fund, Invesco Oppenheimer Emerging Markets Innovators Fund, Invesco Oppenheimer Emerging Markets Local Debt Fund, Invesco Oppenheimer Fundamental Alternatives Fund, Invesco Oppenheimer Global Allocation Fund, Invesco Oppenheimer Global Multi-Asset Income Fund, Invesco Oppenheimer Global Strategic Income Fund, Invesco Oppenheimer Global Unconstrained Bond Fund, Invesco Xxxxxxxxxxx International Bond Fund, Invesco Xxxxxxxxxxx Macquarie Global Infrastructure Fund, Invesco Xxxxxxxxxxx Preferred Securities and Income Fund, Invesco Xxxxxxxxxxx SteelPath MLP Alpha Fund, Invesco Xxxxxxxxxxx SteelPath MLP Alpha Plus Fund, Invesco Xxxxxxxxxxx SteelPath MLP & Energy Infrastructure Fund, Invesco Xxxxxxxxxxx SteelPath MLP Income Fund, Invesco Xxxxxxxxxxx SteelPath MLP Select 40 Fund, Invesco Xxxxxxxxxxx SteelPath Panoramic Fund and Invesco Xxxxxxxxxxx Total Return Bond Fund;
NOW, THEREFORE, the parties agree as follows;
| 1. | Appendix A and Appendix B to the Agreement are hereby deleted in their entirety and replaced with the following: |
APPENDIX A
FUNDS AND EFFECTIVE DATES
| Name of Fund |
Effective Date of Advisory Agreement | |
| Invesco All Cap Market Neutral Fund | December 16, 2013 | |
| Invesco Balanced-Risk Allocation Fund | May 29, 2009 | |
| Invesco Balanced-Risk Commodity Xxxxxxxx Xxxx | Xxxxxxxx 00, 0000 | |
| Xxxxxxx Xxxxxxx Xxxxx Fund | March 31, 2006 | |
| Invesco Developing Markets Fund | September 1, 2001 | |
| Invesco Emerging Markets Flexible Bond Fund | June 14, 2010 | |
| Invesco Emerging Markets Select Equity Fund | May 31, 2011 | |
| Invesco Endeavor Fund | November 3, 2003 | |
| Invesco Health Care Fund | September 1, 2001 | |
| Invesco Global Infrastructure Fund | April 22, 2014 | |
| Invesco Global Market Neutral Fund | December 16, 2013 | |
| Invesco Global Targeted Returns Fund | December 16, 2013 | |
| Invesco Long/Short Equity Fund | December 16, 2013 | |
| Invesco Low Volatility Emerging Markets Fund | December 16, 2013 | |
| Invesco Macro Allocation Strategy Fund | September 25, 2012 | |
| Invesco MLP Fund | April 22, 2014 | |
| Invesco Multi-Asset Income Fund | December 14, 2011 | |
| Invesco Oppenheimer Capital Income Fund | May 24, 2019 | |
| Invesco Oppenheimer Developing Markets Fund | May 24, 2019 | |
| Invesco Oppenheimer Discovery Mid Cap Growth Fund | May 24, 2019 | |
| Invesco Oppenheimer Emerging Markets Innovators Fund | May 24, 2019 | |
| Invesco Oppenheimer Emerging Markets Local Debt Fund | May 24, 2019 | |
| Invesco Oppenheimer Fundamental Alternatives Fund | May 24, 2019 | |
| Invesco Oppenheimer Global Allocation Fund | May 24, 2019 | |
| Invesco Oppenheimer Global Multi-Asset Income Fund | May 24, 2019 | |
| Invesco Oppenheimer Global Strategic Income Fund | May 24, 2019 | |
| Invesco Oppenheimer Global Unconstrained Bond Fund | May 24, 2019 | |
| Invesco Oppenheimer International Bond Fund | May 24, 2019 | |
| Invesco Xxxxxxxxxxx Macquarie Global Infrastructure Fund | May 24, 2019 | |
| Invesco Xxxxxxxxxxx Preferred Securities and Income Fund | May 24, 2019 | |
| Invesco Xxxxxxxxxxx SteelPath MLP Alpha Fund | May 24, 2019 | |
| Invesco Xxxxxxxxxxx SteelPath MLP Alpha Plus Fund | May 24, 2019 | |
| Invesco Xxxxxxxxxxx SteelPath MLP & Energy Infrastructure Fund | May 24, 2019 | |
| Invesco Xxxxxxxxxxx SteelPath MLP Income Fund | May 24, 2019 | |
| Invesco Xxxxxxxxxxx SteelPath MLP Select 40 Fund | May 24, 2019 | |
| Invesco Xxxxxxxxxxx SteelPath Panoramic Fund | May 24, 2019 | |
| Invesco Xxxxxxxxxxx Total Return Bond Fund | May 24, 2019 | |
| Invesco Pacific Growth Fund | February 12, 2010 | |
| Invesco Select Companies Fund | November 3, 0000 | |
| Xxxxxxx X.X. Managed Volatility Fund | December 18, 2017 | |
| Invesco World Bond Fund | March 31, 0000 | |
XXXXXXXX X
COMPENSATION TO THE ADVISOR
The Trust shall pay the Adviser, out of the assets of a Fund, as full compensation for all services rendered, an advisory fee for such Fund set forth below. Such fee shall be calculated by applying the following annual rates to the average daily net assets of such Fund for the calendar year computed in the manner used for the determination of the net asset value of shares of such Fund.
Invesco All Cap Market Neutral Fund
| Net Assets |
Annual Rate | |||
| First $250 million |
0.85 | % | ||
| Next $250 million |
0.82 | % | ||
| Next $500 million |
0.80 | % | ||
| Next $1.5 billion |
0.77 | % | ||
| Next $2.5 billion |
0.75 | % | ||
| Next $2.5 billion |
0.72 | % | ||
| Next $2.5 billion |
0.70 | % | ||
| Over $10 billion |
0.67 | % | ||
Invesco Balanced-Risk Allocation Fund
| Net Assets |
Annual Rate* | |||
| First $250 million |
0.95 | % | ||
| Next $250 million |
0.925 | % | ||
| Next $500 million |
0.90 | % | ||
| Next $1.5 billion |
0.875 | % | ||
| Next $2.5 billion |
0.85 | % | ||
| Next $2.5 billion |
0.825 | % | ||
| Next $2.5 billion |
0.80 | % | ||
| Over $10 billion |
0.775 | % | ||
| * | To the extent Invesco Balanced-Risk Allocation Fund invests its assets in Invesco Cayman Commodity Fund I Ltd., a direct wholly-owned subsidiary of Invesco Balanced-Risk Allocation Fund, the Adviser shall not collect the portion of the advisory fee that the Adviser would otherwise be entitled to collect from Invesco Balanced-Risk Allocation Fund, in an amount equal to 100% of the advisory fee that the Adviser receives from Invesco Cayman Commodity Fund I Ltd. |
Invesco Balanced-Risk Commodity Strategy Fund
| Net Assets |
Annual Rate* | |||
| First $250 million |
1.050 | % | ||
| Next $250 million |
1.025 | % | ||
| Next $500 million |
1.000 | % | ||
| Next $1.5 billion |
0.975 | % | ||
| Next $2.5 billion |
0.950 | % | ||
| Next $2.5 billion |
0.925 | % | ||
| Next $2.5 billion |
0.900 | % | ||
| Over $10 billion |
0.875 | % | ||
| * | To the extent Invesco Balanced-Risk Commodity Strategy Fund invests its assets in Invesco Cayman Commodity Fund III Ltd., a direct wholly-owned subsidiary of Invesco Balanced-Risk Commodity Strategy Fund, the Adviser shall not collect the portion of the advisory fee that the Adviser would otherwise be entitled to collect from Invesco Balanced-Risk Commodity Strategy Fund, in an amount equal to 100% of the advisory fee that the Adviser receives from Invesco Cayman Commodity Fund III Ltd. |
Invesco Greater China Fund
Invesco Developing Markets Fund
Invesco Emerging Markets Select Equity Fund
Invesco Low Volatility Emerging Markets Fund
| Net Assets |
Annual Rate | |||
| First $250 million |
0.935 | % | ||
| Next $250 million |
0.91 | % | ||
| Next $500 million |
0.885 | % | ||
| Next $1.5 billion |
0.86 | % | ||
| Next $2.5 billion |
0.835 | % | ||
| Next $2.5 billion |
0.81 | % | ||
| Next $2.5 billion |
0.785 | % | ||
| Over $10 billion |
0.76 | % | ||
Invesco Emerging Markets Flexible Bond Fund
| Net Assets |
Annual Rate | |||
| First $500 million |
0.75 | % | ||
| Next $500 million |
0.70 | % | ||
| Next $500 million |
0.67 | % | ||
| Over $1.5 billion |
0.65 | % | ||
Invesco Health Care Fund
| Net Assets |
Annual Rate | |||
| First $350 million |
0.75 | % | ||
| Next $350 million |
0.65 | % | ||
| Next $1.3 billion |
0.55 | % | ||
| Next $2 billion |
0.45 | % | ||
| Next $2 billion |
0.40 | % | ||
| Next $2 billion |
0.375 | % | ||
| Over $8 billion |
0.35 | % | ||
Invesco Global Infrastructure Fund
| Net Assets |
Annual Rate | |||
| First $2.5 billion |
0.840 | % | ||
| Next $2 billion |
0.800 | % | ||
| Next $3.5 billion |
0.785 | % | ||
| Over $8 billion |
0.770 | % | ||
Invesco Global Market Neutral Fund
| Net Assets |
Annual Rate | |||
| First $250 million |
0.95 | % | ||
| Next $250 million |
0.93 | % | ||
| Next $500 million |
0.91 | % | ||
| Next $1.5 billion |
0.89 | % | ||
| Next $2.5 billion |
0.87 | % | ||
| Next $2.5 billion |
0.85 | % | ||
| Next $2.5 billion |
0.83 | % | ||
| Over $10 billion |
0.81 | % | ||
Invesco Global Targeted Returns Fund
Invesco Macro Allocation Strategy Fund
| Net Assets |
Annual Rate* | |||
| First $250 million |
1.10 | % | ||
| Next $250 million |
1.08 | % | ||
| Next $500 million |
1.05 | % | ||
| Next $1.5 billion |
1.03 | % | ||
| Next $2.5 billion |
1.00 | % | ||
| Next $2.5 billion |
0.98 | % | ||
| Next $2.5 billion |
0.95 | % | ||
| Over $10 billion |
0.93 | % | ||
| * | To the extent Invesco Macro Allocation Strategy Fund invests its assets in Invesco Cayman Commodity Fund V Ltd., a direct wholly-owned subsidiary of Invesco Macro Allocation Strategy Fund, the Adviser shall not collect the portion of the advisory fee that the Adviser would otherwise be entitled to collect from Invesco Macro Allocation Strategy Fund, in an amount equal to 100% of the advisory fee that the Adviser receives from Invesco Cayman Commodity Fund V Ltd. |
Invesco Long/Short Equity Fund
| Net Assets |
Annual Rate | |||
| First $250 million |
0.80 | % | ||
| Next $250 million |
0.77 | % | ||
| Next $500 million |
0.75 | % | ||
| Next $1.5 billion |
0.72 | % | ||
| Next $2.5 billion |
0.70 | % | ||
| Next $2.5 billion |
0.67 | % | ||
| Next $2.5 billion |
0.65 | % | ||
| Over $10 billion |
0.62 | % | ||
Invesco World Bond Fund
| Net Assets |
Annual Rate | |||
| First $250 million |
0.65 | % | ||
| Next $250 million |
0.59 | % | ||
| Next $500 million |
0.565 | % | ||
| Next $1.5 billion |
0.54 | % | ||
| Next $2.5 billion |
0.515 | % | ||
| Next $5 billion |
0.49 | % | ||
| Over $10 billion |
0.465 | % | ||
Invesco MLP Fund
| Net Assets |
Annual Rate | |||
| First $1 billion |
1.00 | % | ||
| Next $1.5 billion |
0.95 | % | ||
| Next $2 billion |
0.93 | % | ||
| Next $3.5 billion |
0.91 | % | ||
| Over $8 billion |
0.90 | % | ||
Invesco Endeavor Fund
Invesco Select Companies Fund
| Net Assets |
Annual Rate | |||
| First $250 million |
0.745 | % | ||
| Next $250 million |
0.73 | % | ||
| Next $500 million |
0.715 | % | ||
| Next $1.5 billion |
0.70 | % | ||
| Next $2.5 billion |
0.685 | % | ||
| Next $2.5 billion |
0.67 | % | ||
| Next $2.5 billion |
0.655 | % | ||
| Over $10 billion |
0.64 | % | ||
Invesco Pacific Growth Fund
| Net Assets |
Annual Rate | |||
| First $1 billion |
0.87 | % | ||
| Next $1 billion |
0.82 | % | ||
| Over $2 billion |
0.77 | % | ||
Invesco Multi-Asset Income Fund
| Net Assets |
Annual Rate | |||
| First $500 million |
0.50 | % | ||
| Next $500 million |
0.45 | % | ||
| Next $500 million |
0.40 | % | ||
| Over $1.5 billion |
0.39 | % | ||
Invesco U.S. Managed Volatility Fund
| Net Assets |
Annual Rate | |||
| All Assets |
0.10 | % | ||
Invesco Oppenheimer Capital Income Fund*
| Net Assets |
Annual Rate** | |||
| First $100 million |
0.75 | % | ||
| Next $100 million |
0.70 | % | ||
| Next $100 million |
0.65 | % | ||
| Next $100 million |
0.60 | % | ||
| Next $100 million |
0.55 | % | ||
| Next $4.5 billion |
0.50 | % | ||
| Over $5 billion |
0.48 | % | ||
| ** | To the extent Invesco Oppenheimer Capital Income Fund invests its assets in Invesco Oppenheimer Capital Income Fund (Cayman) Ltd., a direct wholly-owned subsidiary of Invesco Oppenheimer Capital Income Fund, the Adviser shall not collect the portion of the advisory fee that the Adviser would otherwise be entitled to collect from Invesco Oppenheimer Capital Income Fund, in an amount equal to 100% of the advisory fee that the Adviser receives from Invesco Xxxxxxxxxxx Capital Income Fund (Cayman) Ltd. |
Invesco Oppenheimer Developing Markets Fund*
| Net Assets |
Annual Rate | |||
| First $250 million |
1.00 | % | ||
| Next $250 million |
0.95 | % | ||
| Next $500 million |
0.90 | % | ||
| Next $6 billion |
0.85 | % | ||
| Next $3 billion |
0.80 | % | ||
| Next $20 billion |
0.75 | % | ||
| Next $15 billion |
0.74 | % | ||
| Over $45 billion |
0.73 | % | ||
| * | The advisory fee payable by the Fund shall be reduced by any amounts paid by such Fund under the Administrative Services Agreement between such Fund and Invesco Advisers, Inc. |
Invesco Oppenheimer Discovery Mid Cap Growth Fund*
| Net Assets |
Annual Rate | |||
| First $500 million |
0.68 | % | ||
| Next $500 million |
0.65 | % | ||
| Next $4 billion |
0.62 | % | ||
| Over $5 billion |
0.60 | % | ||
Invesco Oppenheimer Emerging Markets Innovators Fund*
| Net Assets |
Annual Rate | |||
| First $500 million |
1.15 | % | ||
| Next $500 million |
1.10 | % | ||
| Next $4 billion |
1.05 | % | ||
| Over $5 billion |
1.00 | % | ||
Invesco Oppenheimer Emerging Markets Local Debt Fund*
| Net Assets |
Annual Rate | |||
| First $500 million |
0.70 | % | ||
| Next $500 million |
0.65 | % | ||
| Next $4 billion |
0.60 | % | ||
| Over $5 billion |
0.58 | % | ||
Invesco Oppenheimer Fundamental Alternatives Fund*
| Net Assets |
Annual Rate** | |||
| First $1 billion |
0.85 | % | ||
| Next $500 million |
0.80 | % | ||
| Next $500 million |
0.75 | % | ||
| Next $500 million |
0.70 | % | ||
| Next $500 million |
0.65 | % | ||
| Next $500 million |
0.60 | % | ||
| Next $500 million |
0.55 | % | ||
| Over $4 billion |
0.50 | % | ||
| ** | To the extent Invesco Oppenheimer Fundamental Alternatives Fund invests its assets in Invesco Oppenheimer Fundamental Alternatives Fund (Cayman) Ltd., a direct wholly-owned subsidiary of Invesco Oppenheimer Fundamental Alternatives Fund, the Adviser shall not collect the portion of the advisory fee that the Adviser would otherwise be entitled to collect from Invesco Oppenheimer Fundamental Alternatives Fund, in an amount equal to 100% of the advisory fee that the Adviser receives from Invesco Oppenheimer Fundamental Alternatives Fund (Cayman) Ltd. |
| * | The advisory fee payable by the Fund shall be reduced by any amounts paid by such Fund under the Administrative Services Agreement between such Fund and Invesco Advisers, Inc. |
Invesco Oppenheimer Global Allocation Fund*
| Net Assets |
Annual Rate** | |||
| First $1 billion |
0.80 | % | ||
| Next $2 billion |
0.76 | % | ||
| Next $1 billion |
0.71 | % | ||
| Next $1 billion |
0.66 | % | ||
| Next $1 billion |
0.60 | % | ||
| Next $1 billion |
0.55 | % | ||
| Next $2 billion |
0.50 | % | ||
| Over $9 billion |
0.48 | % | ||
| ** | To the extent Invesco Oppenheimer Global Allocation Fund invests its assets in Invesco Oppenheimer Global Allocation Fund (Cayman) Ltd., a direct wholly-owned subsidiary of Invesco Oppenheimer Global Allocation Fund, the Adviser shall not collect the portion of the advisory fee that the Adviser would otherwise be entitled to collect from Invesco Oppenheimer Global Allocation Fund, in an amount equal to 100% of the advisory fee that the Adviser receives from Invesco Oppenheimer Global Allocation Fund (Cayman) Ltd. |
Invesco Oppenheimer Global Multi-Asset Income Fund*
| Net Assets |
Annual Rate | |||
| First $500 million |
0.60 | % | ||
| Next $500 million |
0.55 | % | ||
| Next $4 billion |
0.50 | % | ||
| Over $5 billion |
0.45 | % | ||
Invesco Oppenheimer Global Strategic Income Fund*
| Net Assets |
Annual Rate** | |||
| First $200 million |
0.75 | % | ||
| Next $200 million |
0.72 | % | ||
| Next $200 million |
0.69 | % | ||
| Next $200 million |
0.66 | % | ||
| Next $200 million |
0.60 | % | ||
| Next $4 billion |
0.50 | % | ||
| Next $5 billion |
0.48 | % | ||
| Over $10 billion |
0.46 | % | ||
| ** | To the extent Invesco Oppenheimer Global Strategic Income Fund invests its assets in Invesco Oppenheimer Global Strategic Income Fund (Cayman) Ltd., a direct wholly-owned subsidiary of Invesco Oppenheimer Global Strategic Income Fund, the Adviser shall not collect the portion of the advisory fee that the Adviser would otherwise be entitled to collect from Invesco Oppenheimer Global Strategic Income Fund, in an amount equal to 100% of the advisory fee that the Adviser receives from Invesco Oppenheimer Global Strategic Income Fund (Cayman) Ltd. |
Invesco Oppenheimer Global Unconstrained Bond Fund*
| Net Assets |
Annual Rate | |||
| First $500 million |
0.60 | % | ||
| Next $500 million |
0.55 | % | ||
| Next $4 billion |
0.50 | % | ||
| Over $5 billion |
0.48 | % | ||
| * | The advisory fee payable by the Fund shall be reduced by any amounts paid by such Fund under the Administrative Services Agreement between such Fund and Invesco Advisers, Inc. |
Invesco Oppenheimer International Bond Fund*
| Net Assets |
Annual Rate** | |||
| First $200 million |
0.75 | % | ||
| Next $200 million |
0.72 | % | ||
| Next $200 million |
0.69 | % | ||
| Next $200 million |
0.66 | % | ||
| Next $200 million |
0.60 | % | ||
| Next $4 billion |
0.50 | % | ||
| Next $10 billion |
0.48 | % | ||
| Over $15 billion |
0.45 | % | ||
| ** | To the extent Invesco Oppenheimer International Bond Fund invests its assets in Invesco Oppenheimer International Bond Fund (Cayman) Ltd., a direct wholly-owned subsidiary of Invesco Oppenheimer International Bond Fund, the Adviser shall not collect the portion of the advisory fee that the Adviser would otherwise be entitled to collect from Invesco Oppenheimer International Bond Fund, in an amount equal to 100% of the advisory fee that the Adviser receives from Invesco Oppenheimer International Bond Fund (Cayman) Ltd. |
Invesco Oppenheimer Macquarie Global Infrastructure Fund*
| Net Assets |
Annual Rate | |||
| First $500 million |
0.90 | % | ||
| Next $500 million |
0.85 | % | ||
| Next $4 billion |
0.80 | % | ||
| Over $5 billion |
0.75 | % | ||
Invesco Oppenheimer Preferred Securities and Income Fund*
| Net Assets |
Annual Rate | |||
| First $500 million |
0.65 | % | ||
| Next $500 million |
0.60 | % | ||
| Next $4 billion |
0.55 | % | ||
| Over $5 billion |
0.53 | % | ||
Invesco Xxxxxxxxxxx SteelPath MLP Alpha Fund
| Net Assets |
Annual Rate | |||
| First $3 billion |
1.10 | % | ||
| Next $2 billion |
1.08 | % | ||
| Over $5 billion |
1.05 | % | ||
Invesco Xxxxxxxxxxx SteelPath MLP Alpha Plus Fund
| Net Assets |
Annual Rate | |||
| First $3 billion |
1.25 | % | ||
| Next $2 billion |
1.23 | % | ||
| Over $5 billion |
1.20 | % | ||
| * | The advisory fee payable by the Fund shall be reduced by any amounts paid by such Fund under the Administrative Services Agreement between such Fund and Invesco Advisers, Inc. |
Invesco Xxxxxxxxxxx SteelPath MLP & Energy Infrastructure Fund*
| Net Assets |
Annual Rate | |||
| First $500 million |
0.85 | % | ||
| Next $500 million |
0.80 | % | ||
| Next $4 billion |
0.75 | % | ||
| Over $5 billion |
0.73 | % | ||
Invesco Xxxxxxxxxxx SteelPath MLP Income Fund
| Net Assets |
Annual Rate | |||
| First $3 billion |
0.95 | % | ||
| Next $2 billion |
0.93 | % | ||
| Over $5 billion |
0.90 | % | ||
Invesco Xxxxxxxxxxx SteelPath MLP Select 40 Fund
| Net Assets |
Annual Rate | |||
| First $3 billion |
0.70 | % | ||
| Next $2 billion |
0.68 | % | ||
| Over $5 billion |
0.65 | % | ||
Invesco Xxxxxxxxxxx SteelPath Panoramic Fund*
| Net Assets |
Annual Rate | |||
| First $500 million |
1.00 | % | ||
| Next $500 million |
0.95 | % | ||
| Next $4 billion |
0.90 | % | ||
| Over $5 billion |
0.85 | % | ||
Invesco Oppenheimer Total Return Bond Fund*
| Net Assets |
Annual Rate | |||
| First $500 million |
0.40 | % | ||
| Next $500 million |
0.35 | % | ||
| Next $4 billion |
0.33 | % | ||
| Over $5 billion |
0.31 | %” | ||
| 2. | In all other respects, the Agreement is hereby confirmed and remains in full force and effect. |
| * | The advisory fee payable by the Fund shall be reduced by any amounts paid by such Fund under the Administrative Services Agreement between such Fund and Invesco Advisers, Inc. |
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their respective officers on the date first written above.
| AIM INVESTMENT FUNDS (INVESCO INVESTMENT FUNDS) | ||||||||
| Attest: | /s/ Xxxxx Xxxxxxxx |
By: | /s/ Xxxxxxx X. Xxxxx | |||||
| Assistant Secretary | (Xxxxxxx X. Xxxxx) | |||||||
| Senior Vice President | ||||||||
| INVESCO ADVISERS, INC. | ||||||||
| Attest: | /s/ Xxxxx Xxxxxxxx |
By: | /s/ Xxxxxxx X. Xxxxx | |||||
| Assistant Secretary | (Xxxxxxx X. Xxxxx) | |||||||
| Senior Vice President | ||||||||
