March 20, 2020 The Putnam Funds Boston, Massachusetts 02110
| March 20, 2020 |
| The ▇▇▇▇▇▇ Funds |
| ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ |
| Boston, Massachusetts 02110 |
Ladies and Gentlemen:
▇▇▇▇▇▇ Investment Management, LLC (“PIM”) hereby contractually agrees, as of the date hereof, with respect to the funds specified below or in Schedule A, Schedule B, or Schedule C, to waive fees and reimburse certain expenses in the manner provided below:
| 1. | Other expenses. | |
| a. | ▇▇▇ agrees to waive fees and/or reimburse expenses of each open-end fund listed on | |
| Schedule A and each variable trust fund listed on Schedule B to the extent necessary to | ||
| limit the cumulative expenses of the fund, exclusive of brokerage, interest, taxes, | ||
| investment-related expenses (including borrowing costs, i.e., short selling and lines of | ||
| credit costs), extraordinary expenses, acquired fund fees and expenses, and payments | ||
| under the fund’s investor servicing contract, the fund’s investment management contract | ||
| (including any applicable performance-based upward or downward adjustment to a | ||
| fund’s base management fee), and the fund’s distribution plans, to an annual (measured | ||
| on a fiscal year basis) rate of 0.20% of the fund’s average net assets. This contractual | ||
| waiver will remain in effect for a fund through the expiration of one year following the | ||
| effective date of the next annual update of the fund’s registration statement. | ||
| b. | ▇▇▇ agrees to waive fees and/or reimburse expenses of ▇▇▇▇▇▇ Dynamic Asset | |
| Allocation Equity Fund to the extent necessary to limit the cumulative expenses of the | ||
| fund, exclusive of brokerage, interest, taxes, investment-related expenses (including | ||
| borrowing costs, i.e., short selling and lines of credit costs), extraordinary expenses, | ||
| acquired fund fees and expenses, and payments under the fund’s investor servicing | ||
| contract, the fund’s investment management contract, and the fund’s distribution plans, to | ||
| an annual (measured on a fiscal year basis) rate of 0.02% of the fund’s average net assets. | ||
| This contractual waiver will remain in effect through the expiration of the one-year | ||
| period following the effective date of the next annual update of the fund’s registration | ||
| statement. | ||
| 2. | Fund-specific expense limitations. | |
| a. | As set forth in the table below, ▇▇▇ agrees to waive fees and/or reimburse expenses of | |
| each fund set forth below to the extent that the total annual fund operating expenses for | ||
| the fund -- exclusive of payments under the fund’s distribution plans, any applicable | ||
| performance-based upward or downward adjustment to the fund’s base management fee, | ||
| brokerage, interest, taxes, investment-related expenses (including borrowing costs, i.e., | ||
| short selling and lines of credit costs), extraordinary expenses, and acquired fund fees and | ||
| expenses – would exceed the specified rate through the specified date, which is the | ||
| expiration of the one-year period following the effective date of the next annual update of | ||
| each fund’s registration statement: |
| Fund | Proposed Contractual | Expiration |
| Limitation on Total | ||
| Fund Operating | ||
| Expenses | ||
| ▇▇▇▇▇▇ VT International Growth Fund | 1.09% | April 30, 2021 |
| ▇▇▇▇▇▇ VT Multi-Asset Absolute Return Fund | 0.90% | April 30, 2021 |
| ▇▇▇▇▇▇ VT Mortgage Securities Fund | 0.50% | April 30, 2021 |
| b. | As set forth in the table below, ▇▇▇ agrees to waive fees and/or reimburse expenses of | |
| each fund set forth below to the extent that the total annual fund operating expenses for | ||
| the fund – exclusive of payments under the fund’s distribution plans, payments under the | ||
| fund’s investor servicing contract, any applicable performance-based upward or | ||
| downward adjustment to the fund’s base management fee, brokerage, interest, taxes, | ||
| investment-related expenses (including borrowing costs, i.e., short selling and lines of | ||
| credit costs), extraordinary expenses, and acquired fund fees and expenses – would | ||
| exceed the specified rate through the specified date, which is the expiration of the one- | ||
| year period following the effective date of the next post-effective amendment of each | ||
| fund’s registration statement: |
| Fund | Proposed Contractual | Expiration |
| Limitation on Total | ||
| Fund Operating | ||
| Expenses | ||
| ▇▇▇▇▇▇ Dynamic Risk Allocation Fund | 0.70% | Sept. 30, 2020 |
| ▇▇▇▇▇▇ Emerging Markets Equity Fund | 0.78% | February 28, |
| 2021 | ||
| ▇▇▇▇▇▇ Income Fund | 0.32%/0.33%1 | Feb. 28, 2021 |
| ▇▇▇▇▇▇ Intermediate-Term Municipal Income | 0.52% | March 30, 2021 |
| Fund | ||
| ▇▇▇▇▇▇ International Growth Fund | 0.93% | January 30, 2021 |
| ▇▇▇▇▇▇ Mortgage Opportunities Fund | 0.46% | May 30, 2021 |
| ▇▇▇▇▇▇ Mortgage Securities Fund | 0.32% | January 30, 2021 |
| ▇▇▇▇▇▇ Multi-Asset Absolute Return Fund | 0.77% | Feb. 28, 2021 |
| ▇▇▇▇▇▇ Ultra Short Duration Income Fund | 0.24% | Nov. 30, 2020 |
| ▇▇▇▇▇▇ Short-Term Municipal Income Fund | 0.28% | March 30, 2021 |
1 Effective December 1, 2019 through February 27, 2020, ▇▇▇▇▇▇ Income Fund will have a contractual limitation on total fund operating expenses (subject to the exclusions detailed above) of 0.32%. Effective February 28, 2020 through February 28, 2021, ▇▇▇▇▇▇ Income Fund will have a contractual limitation on total fund operating expenses (subject to the exclusions detailed above) of 0.33%.
| 2 |
3. ▇▇▇▇▇▇ Short Term Investment Fund. ▇▇▇ agrees to waive the contractual management fee of 0.25% for ▇▇▇▇▇▇ Short Term Investment Fund through May 30, 2021, the expiration of the one-year period following the effective date of the next update of the fund’s registration statement.
4. ▇▇▇▇▇▇ VT Global Equity Fund. Effective upon the closing of the merger of ▇▇▇▇▇▇ VT Global Utilities Fund into ▇▇▇▇▇▇ VT Global Equity Fund, PIM agrees to waive 5 basis points of the contractual management fee payable by ▇▇▇▇▇▇ VT Global Equity Fund through April 30, 2021, the expiration of the one-year period following the effective date of the next annual update of the fund’s registration statement.
5. Target Date Funds.
| a. | ▇▇▇ agrees to reimburse the ▇▇▇▇▇▇ fund-of-funds specified below for all other expenses | |
| – exclusive of payments under the fund’s distribution plans, brokerage, interest, taxes, | ||
| investment-related expenses, extraordinary expenses, acquired fund fees and expenses | ||
| and payments under the fund’s investor servicing contract – through the dates indicated | ||
| below, which, with the exception of ▇▇▇▇▇▇ RetirementReady® 2060 Fund, equate to the | ||
| expiration of the one-year period following the effective date of the next annual update of | ||
| each fund’s registration statement. |
| Fund | Expiration |
| ▇▇▇▇▇▇ RetirementReady® Funds* | Nov. 30, 2020 |
* The expense limitation for ▇▇▇▇▇▇ RetirementReady® 2060 Fund expires on Nov. 30, 2029
| b. | ▇▇▇ agrees to waive fees, reimburse expenses of, or reimburse the ▇▇▇▇▇▇ fund-of-funds | |
| specified below), an amount equal to each fund’s “acquired fund fees and expenses” | ||
| through the dates indicated below. |
| Fund | Expiration |
| ▇▇▇▇▇▇ Retirement Advantage Funds | The date that is three |
| years after the effective | |
| date of each fund’s | |
| initial registration | |
| statement |
| ▇▇▇ agrees to waive fees and/or reimburse expenses of class R6 shares of each ▇▇▇▇▇▇ | ||
| Retirement Advantage Fund in an amount sufficient to result in total annual fund | ||
| operating expenses for class R6 shares of each fund – exclusive of brokerage, interest, |
| 3 |
| taxes, investment-related expenses (including borrowing costs, i.e., short selling and lines | ||
| of credit costs), and extraordinary expenses – that equal 0.45% of the fund’s average net | ||
| assets attributable to class R6 shares. This contractual waiver will remain in effect | ||
| through the date that is three years after the effective date of the fund’s initial registration | ||
| statement. |
Effective December 1, 2019, this contractual undertaking supersedes any prior contractual expense limitation provisions between PIM and the funds. This undertaking shall be binding upon any successors and assignees of PIM.
A copy of the Declaration of Trust (including any amendments thereto) of each of The ▇▇▇▇▇▇ Funds is on file with the Secretary of The Commonwealth of Massachusetts, and notice is hereby given that this instrument is executed on behalf of the Trustees of each ▇▇▇▇▇▇ Fund as trustees and not individually and that the obligations of or arising out of this instrument are not binding upon any of the Trustees or officers or shareholders individually, but binding only upon the assets and property of each ▇▇▇▇▇▇ Fund with respect to its obligations under this instrument. Furthermore, notice is given that the assets and liabilities of each series of each ▇▇▇▇▇▇ Fund that is a series company are separate and distinct and that the obligations of or arising out of this instrument are several and not joint or joint and several and are binding only on the assets of each series with respect to its obligations under this instrument. Each fund is acting on its own behalf separately from all of the other investment companies and not jointly or jointly and severally with any of the other investment companies.
| Very truly yours, | ||
| ▇▇▇▇▇▇ INVESTMENT MANAGEMENT, LLC | ||
| By: _/▇▇▇▇▇▇ ▇. ▇▇▇▇▇/___________________ | ||
| ▇▇▇▇▇▇ ▇. ▇▇▇▇▇ | ||
| Vice President and Chief Legal Officer | ||
Agreed and accepted by each ▇▇▇▇▇▇ fund listed on Schedule A, Schedule B and Schedule C
| By: | _/▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇__________________ |
| ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ | |
| Executive Vice President, Principal | |
| Executive Officer, and Compliance Liaison | |
| 4 |
| Schedule A |
| ▇▇▇▇▇▇ California Tax Exempt Income Fund |
| ▇▇▇▇▇▇ Convertible Securities Fund |
| ▇▇▇▇▇▇ Diversified Income Trust |
| ▇▇▇▇▇▇ Asset Allocation Funds |
| - ▇▇▇▇▇▇ Dynamic Asset Allocation Balanced Fund |
| - ▇▇▇▇▇▇ Dynamic Asset Allocation Conservative Fund |
| - ▇▇▇▇▇▇ Dynamic Asset Allocation Growth Fund |
| - ▇▇▇▇▇▇ Income Strategies Portfolio |
| ▇▇▇▇▇▇ Equity Income Fund |
| ▇▇▇▇▇▇ Funds Trust |
| - ▇▇▇▇▇▇ Capital Spectrum Fund |
| - ▇▇▇▇▇▇ Dynamic Risk Allocation Fund |
| - ▇▇▇▇▇▇ Emerging Markets Equity Fund |
| - ▇▇▇▇▇▇ Equity Spectrum Fund |
| - ▇▇▇▇▇▇ Fixed Income Absolute Return Fund |
| - ▇▇▇▇▇▇ Floating Rate Income Fund |
| - ▇▇▇▇▇▇ Focused Equity Fund |
| - ▇▇▇▇▇▇ Global Technology Fund |
| - ▇▇▇▇▇▇ Intermediate-Term Municipal Income Fund |
| - ▇▇▇▇▇▇ International Value Fund |
| - ▇▇▇▇▇▇ Mortgage Opportunities Fund |
| - ▇▇▇▇▇▇ Multi-Asset Absolute Return Fund |
| - ▇▇▇▇▇▇ Multi-Cap Core Fund |
| - ▇▇▇▇▇▇ Short Duration Bond Fund |
| - ▇▇▇▇▇▇ Short-Term Municipal Income Fund |
| - ▇▇▇▇▇▇ Small Cap Growth Fund |
| - ▇▇▇▇▇▇ Ultra Short Duration Income Fund |
| ▇▇▇▇▇▇ ▇▇▇▇▇▇ Balanced Fund |
| ▇▇▇▇▇▇ Global Equity Fund |
| ▇▇▇▇▇▇ Global Health Care Fund |
| ▇▇▇▇▇▇ Global Income Trust |
| ▇▇▇▇▇▇ High Yield Fund |
| ▇▇▇▇▇▇ Income Fund |
| ▇▇▇▇▇▇ International Equity Fund |
| ▇▇▇▇▇▇ Investment Funds |
| -▇▇▇▇▇▇ Government Money Market Fund |
| -▇▇▇▇▇▇ Growth Opportunities Fund |
| -▇▇▇▇▇▇ International Capital Opportunities Fund |
| -▇▇▇▇▇▇ International Growth Fund |
| -▇▇▇▇▇▇ PanAgora Managed Futures Strategy |
| -▇▇▇▇▇▇ PanAgora Market Neutral Fund |
| -▇▇▇▇▇▇ PanAgora Risk Parity Fund |
| -▇▇▇▇▇▇ Research Fund |
| -▇▇▇▇▇▇ Small Cap Value Fund |
| 5 |
| -▇▇▇▇▇▇ Sustainable Future Fund |
| ▇▇▇▇▇▇ Massachusetts Tax Exempt Income Fund |
| ▇▇▇▇▇▇ Minnesota Tax Exempt Income Fund |
| ▇▇▇▇▇▇ Money Market Fund |
| ▇▇▇▇▇▇ Mortgage Securities Fund |
| ▇▇▇▇▇▇ New Jersey Tax Exempt Income Fund |
| ▇▇▇▇▇▇ New York Tax Exempt Income Fund |
| ▇▇▇▇▇▇ Ohio Tax Exempt Income Fund |
| ▇▇▇▇▇▇ Pennsylvania Tax Exempt Income Fund |
| ▇▇▇▇▇▇ Sustainable Leaders Fund |
| ▇▇▇▇▇▇ Tax Exempt Income Fund |
| ▇▇▇▇▇▇ Tax-Free Income Trust |
| -▇▇▇▇▇▇ AMT-Free Municipal Fund |
| -▇▇▇▇▇▇ Tax-Free High Yield Fund |
| 6 |
| Schedule B |
| ▇▇▇▇▇▇ Variable Trust |
| - ▇▇▇▇▇▇ VT Diversified Income Fund |
| - ▇▇▇▇▇▇ VT Equity Income Fund |
| - ▇▇▇▇▇▇ VT ▇▇▇▇▇▇ ▇▇▇▇▇▇ Balanced Fund |
| - ▇▇▇▇▇▇ VT Global Asset Allocation Fund |
| - ▇▇▇▇▇▇ VT Global Equity Fund |
| - ▇▇▇▇▇▇ VT Global Health Care Fund |
| - ▇▇▇▇▇▇ VT Government Money Market Fund |
| - ▇▇▇▇▇▇ VT Growth Opportunities Fund |
| - ▇▇▇▇▇▇ VT High Yield Fund |
| - ▇▇▇▇▇▇ VT Income Fund |
| - ▇▇▇▇▇▇ VT International Equity Fund |
| - ▇▇▇▇▇▇ VT International Growth Fund |
| - ▇▇▇▇▇▇ VT International Value Fund |
| - ▇▇▇▇▇▇ VT Mortgage Securities Fund |
| - ▇▇▇▇▇▇ VT Multi-Asset Absolute Return Fund |
| - ▇▇▇▇▇▇ VT Multi-Cap Core Fund |
| - ▇▇▇▇▇▇ VT Research Fund |
| - ▇▇▇▇▇▇ VT Small Cap Growth Fund |
| - ▇▇▇▇▇▇ VT Small Cap Value Fund |
| - ▇▇▇▇▇▇ VT Sustainable Future Fund |
| - ▇▇▇▇▇▇ VT Sustainable Leaders Fund |
| 7 |
| Schedule C |
| Other Funds Subject to Expense Limitations |
| ▇▇▇▇▇▇ Funds Trust |
| - ▇▇▇▇▇▇ Dynamic Asset Allocation Equity Fund |
| - ▇▇▇▇▇▇ Short Term Investment Fund |
| ▇▇▇▇▇▇ Target Date Funds |
| - ▇▇▇▇▇▇ RetirementReady Maturity Fund |
| - ▇▇▇▇▇▇ RetirementReady 2060 Fund |
| - ▇▇▇▇▇▇ RetirementReady 2055 Fund |
| - ▇▇▇▇▇▇ RetirementReady 2050 Fund |
| - ▇▇▇▇▇▇ RetirementReady 2045 Fund |
| - ▇▇▇▇▇▇ RetirementReady 2040 Fund |
| - ▇▇▇▇▇▇ RetirementReady 2035 Fund |
| - ▇▇▇▇▇▇ RetirementReady 2030 Fund |
| - ▇▇▇▇▇▇ RetirementReady 2025 Fund |
| - ▇▇▇▇▇▇ RetirementReady 2020 Fund |
| - ▇▇▇▇▇▇ Retirement Advantage Maturity Fund |
| - ▇▇▇▇▇▇ Retirement Advantage 2060 Fund |
| - ▇▇▇▇▇▇ Retirement Advantage 2055 Fund |
| - ▇▇▇▇▇▇ Retirement Advantage 2050 Fund |
| - ▇▇▇▇▇▇ Retirement Advantage 2045 Fund |
| - ▇▇▇▇▇▇ Retirement Advantage 2040 Fund |
| - ▇▇▇▇▇▇ Retirement Advantage 2035 Fund |
| - ▇▇▇▇▇▇ Retirement Advantage 2030 Fund |
| - ▇▇▇▇▇▇ Retirement Advantage 2025 Fund |
| - ▇▇▇▇▇▇ Retirement Advantage 2020 Fund |
| 8 |