Transfer Agency and Service Agreement between former VK Closed-End Funds and ComputerShares - Assignment Letter
Transfer Agency and Service Agreement between former
VK Closed-End Funds and ComputerShares - Assignment Letter
Original executed copy of this letter has been provided to ▇▇▇▇ ▇▇▇▇▇▇▇▇. Please contact ▇▇▇▇ if you need the original for any reason.
June 1, 2010
▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇
Relationship Manager, Investor Services
Computershare
▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Dear ▇▇. ▇▇▇▇▇:
You may be aware that Invesco Ltd. (“Invesco”) has entered into an agreement to acquire ▇▇▇▇▇▇ ▇▇▇▇▇▇▇’▇ retail asset management business, including ▇▇▇ ▇▇▇▇▇▇ Investments and the ▇▇▇ ▇▇▇▇▇▇ Closed-End Funds (“Funds”) (the acquisition is referred to herein as the “Transaction”), which we expect to close on June 1, 2010 (“Closing”). The Transaction will constitute a change of control whereby at Closing, the Funds will be renamed to include the Invesco brand, as indicated in the attached Appendix A, which may be amended from time to time.
We make reference to the Transfer Agency and Service Agreement (“Agreement”) by and between Certain ▇▇▇ ▇▇▇▇▇▇ Closed-End Funds and Computershare Inc. (formerly known as EquiServe, Inc.) and Computershare Trust Company N.A. (formerly known as EquiServe Trust Company, N.A.), dated January 1, 2002, as amended January 20, 2009.
In an effort to transition the business of the Funds effectively at Closing, we are asking you to execute this letter as a one-time waiver of any terms in the Agreement which may grant you the right to terminate the Agreement as a result of the Transaction. This letter will not affect your right to receive payments under the Agreement. Additionally, by signing this letter, you agree that at Closing the Agreement will be amended as follows:
1. Appendix A shall be deleted in its entirety and replaced with amended Appendix A, attached hereto and incorporated herein.
Capitalized terms used but not otherwise defined herein have the definition set forth in the Agreement. Other than as amended hereby, all terms and conditions of the Agreement are ratified and affirmed as of the date hereof in order to give effect to the terms hereof.
This letter agreement shall be governed by and construed under the laws of the Commonwealth of Massachusetts without regard to choice of law provisions and may be executed in counterparts, each of which shall be deemed to be an original document.
If you agree with the foregoing, please sign the appropriate line below and return the signed letter to ▇▇▇▇ ▇▇▇▇▇▇▇▇ at: Invesco Investment Services, Inc., ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇.
| Yours truly,
Invesco Closed End-Funds |
Acknowledged and Agreed: | |||||
| Computershare Inc. and Computershare Trust Company, N.A. | ||||||
|
Name: Title: |
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ President, U.S. Equity Services | |||||
SCHEDULE A
Invesco ▇▇▇ ▇▇▇▇▇▇ Closed-end Funds
Invesco ▇▇▇ ▇▇▇▇▇▇ Advantage Municipal Income Trust II
Invesco ▇▇▇ ▇▇▇▇▇▇ Bond Fund
Invesco ▇▇▇ ▇▇▇▇▇▇ California Value Municipal Income Trust
Invesco ▇▇▇ ▇▇▇▇▇▇ Dynamic Credit Opportunities Fund
Invesco ▇▇▇ ▇▇▇▇▇▇ High Income Trust II
Invesco ▇▇▇ ▇▇▇▇▇▇ Massachusetts Value Municipal Income Trust
Invesco ▇▇▇ ▇▇▇▇▇▇ Municipal Opportunity Trust
Invesco ▇▇▇ ▇▇▇▇▇▇ Municipal Trust
Invesco ▇▇▇ ▇▇▇▇▇▇ Ohio Quality Municipal Trust
Invesco ▇▇▇ ▇▇▇▇▇▇ Pennsylvania Value Municipal Income Trust
Invesco ▇▇▇ ▇▇▇▇▇▇ Select Sector Municipal Trust
Invesco ▇▇▇ ▇▇▇▇▇▇ Senior Income Trust
Invesco ▇▇▇ ▇▇▇▇▇▇ Senior Loan Fund
Invesco ▇▇▇ ▇▇▇▇▇▇ Trust for Insured Municipals
Invesco ▇▇▇ ▇▇▇▇▇▇ Trust for Investment Grade Municipals
Invesco ▇▇▇ ▇▇▇▇▇▇ Trust For Investment Grade New Jersey Municipals
Invesco ▇▇▇ ▇▇▇▇▇▇ Trust for Investment Grade New York Municipals