STRUCTURING FEE AGREEMENTStructuring Fee Agreement • November 28th, 2016 • Invesco High Income 2023 Target Term Fund • New York
Reference is made to the Underwriting Agreement dated [ ], 2016 (the “Underwriting Agreement”), by and among Invesco High Income 2023 Target Term Fund (the “Fund”), Invesco Advisers, Inc. (the “Company”) and each of the Underwriters named in Schedule I thereto, with respect to the issue and sale (the “Offering”) of the Fund’s common shares of beneficial interest, no par value per share (the “Common Shares”), as described therein. Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
Morgan Stanley & Co. LLC MASTER SELECTED DEALERS AGREEMENT REGISTERED SEC OFFERINGS AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)Master Selected Dealers Agreement • November 28th, 2016 • Invesco High Income 2023 Target Term Fund • New York
This Master Selected Dealers Agreement (this “Master SDA”), dated as of June 1, 2011, is by and between Morgan Stanley & Co. LLC (including its successors and assigns) (“we,” “our,” “us” or the “Manager”) and the party named on the signature page hereof (a “Dealer,” “you” or “your”). From time to time, in connection with an offering and sale (an “Offering”) of securities (the “Securities”), managed solely by us or with one or more other managers or co-managers, we or one or more of our affiliates may offer you (and others) the opportunity to purchase as principal a portion of such securities on the terms set forth herein as a Selected Dealer (as defined below).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • November 28th, 2016 • Invesco High Income 2023 Target Term Fund • New York
Reference is made to the Underwriting Agreement dated August 23, 2016 (the “Underwriting Agreement”), by and among Invesco High Income 2023 Target Term Fund (the “Fund”), Invesco Advisers, Inc. (the “Investment Manager”) and each of the Underwriters named therein (the “Underwriters”), severally, with respect to the issue and sale of the Fund’s common shares of beneficial interest, no par value (the “Common Shares”), as described therein (the “Offering”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
STRUCTURING AND SYNDICATION FEE AGREEMENTStructuring and Syndication Fee Agreement • November 28th, 2016 • Invesco High Income 2023 Target Term Fund • New York
This agreement is between Invesco Advisers, Inc. (the “Company”) and Morgan Stanley & Co. LLC (“Morgan Stanley”) with respect to Invesco High Income 2023 Target Term Fund (the “Fund”).
] Shares INVESCO HIGH INCOME 2023 TARGET TERM FUND COMMON SHARES OF BENEFICIAL INTEREST, NO PAR VALUE PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • November 28th, 2016 • Invesco High Income 2023 Target Term Fund • New York
Invesco High Income 2023 Target Term Fund (the “Fund”), a statutory trust organized under the laws of the State of Delaware, is a newly organized, non-diversified, closed-end management investment company registered under the Investment Company Act of 1940, as amended (the “Investment Company Act”). The Fund proposes to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) [ ] shares of its common shares of beneficial interest, no par value per share (the “Firm Shares”). The Fund also proposes to issue and sell to the several Underwriters not more than an additional [ ] shares of its common shares of beneficial interest, no par value per share (the “Additional Shares”) if and to the extent that you, as managers of the offering (the “Representatives”), shall have determined to exercise, on behalf of the Underwriters, the right to purchase such Additional Shares granted to the Underwriters in Section 3 hereof. The Firm Shares and the Additional Shares
MARKETING FEE AGREEMENTMarketing Fee Agreement • November 28th, 2016 • Invesco High Income 2023 Target Term Fund • New York
Reference is made to the Underwriting Agreement dated [ ], 2016 (the “Underwriting Agreement”), by and among Invesco High Income 2023 Target Term Fund (the “Fund”), Invesco Advisers, Inc. (the “Company”) and each of the Underwriters named in Schedule I thereto, with respect to the issue and sale (the “Offering”) of the Fund’s common shares of beneficial interest, no par value per share (the “Common Shares”), as described therein. Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
