July 1, 2021 The Putnam Funds 100 Federal Street Boston, Massachusetts 02110 Ladies and Gentlemen:
July 1, 2021
The ▇▇▇▇▇▇ Funds
▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇
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 Emerging Markets Equity Fund | 1.09% | April 30, 2023 | ||||
| ▇▇▇▇▇▇ VT Multi-Asset Absolute Return Fund | 0.90% | April 30, 2023 | ||||
| ▇▇▇▇▇▇ VT Mortgage Securities Fund | 0.50% | April 30, 2023 |
| 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, 2022 | ||||
| ▇▇▇▇▇▇ Emerging Markets Equity Fund | 0.78% | December 30, | ||||
| 2022 | ||||||
| ▇▇▇▇▇▇ Global Income Trust | 0.43% | February 28, | ||||
| 2023 | ||||||
| ▇▇▇▇▇▇ Income Fund | 0.33% | Feb. 28, 2023 | ||||
| ▇▇▇▇▇▇ Intermediate-Term Municipal Income | 0.52% | March 30, 2023 | ||||
| Fund | ||||||
| ▇▇▇▇▇▇ Mortgage Opportunities Fund | 0.46% | September 30, | ||||
| 2022 | ||||||
| ▇▇▇▇▇▇ Ultra Short Duration Income Fund | 0.24% | Nov. 30, 2022 | ||||
| ▇▇▇▇▇▇ Short-Term Municipal Income Fund | 0.28% | March 30, 2023 |
| 3. | ▇▇▇▇▇▇ Short Term Investment Fund. ▇▇▇ agrees to waive the contractual management fee of | |
| 0.25% for ▇▇▇▇▇▇ Short Term Investment Fund through November 30, 2022, the expiration of the | ||
| one-year period following the effective date of the next update of the fund’s registration statement. | ||
| 4. | ▇▇▇▇▇▇ VT Focused International Equity Fund. ▇▇▇ agrees to waive 5 basis points of the | |
| contractual management fee payable by ▇▇▇▇▇▇ VT Focused International Equity Fund through | ||
| 2 |
| April 30, 2023, 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. | RetirementReady Funds: ▇▇▇ agrees to (1) waive fees and/or reimburse expenses of each | ||
| ▇▇▇▇▇▇ RetirementReady Fund, in an amount equal to the fund’s “acquired fund fees and | |||
| expenses” and (2) waive fees and/or reimburse expenses of each class of shares specified below | |||
| of each ▇▇▇▇▇▇ RetirementReady Fund in an amount sufficient to result in total annual fund | |||
| operating expenses for each share class of the fund – exclusive of payments under the fund’s | |||
| distribution plan, brokerage, interest, taxes, investment-related expenses (including borrowing | |||
| costs, i.e., short selling and lines of credit costs), and extraordinary expenses – that equal the | |||
| amount specified in the table below of the fund’s average net assets attributable to each such | |||
| class. Each of these contractual waivers will remain in effect through the date that is three | |||
| years after the effective date of the next annual update of each fund’s registration statement | |||
| (except for ▇▇▇▇▇▇ RetirementReady® 2060 Fund, which will remain in effect through the date | |||
| that is ten years after the effective date of the next annual update of the fund’s registration | |||
| statement). |
| Share Class | Net Total Expense | ||
| Ratio Cap | |||
| Class A | 0.65% | ||
| Class B | 0.65% | ||
| Class C | 0.65% | ||
| Class R | 0.80% | ||
| Class R3 | 0.80% | ||
| Class R4 | 0.80% | ||
| Class R5 | 0.65% | ||
| Class R6 | 0.55% | ||
| Class Y | 0.65% |
| b. | Retirement Advantage Funds: ▇▇▇ agrees to (1) waive fees and/or reimburse expenses of | ||
| each ▇▇▇▇▇▇ Retirement Advantage Fund in an amount equal to each fund’s “acquired | |||
| fund fees and expenses” and (2) waive fees and/or reimburse expenses of each class of | |||
| shares specified below of each ▇▇▇▇▇▇ Retirement Advantage Fund in an amount sufficient | |||
| to result in total annual fund operating expenses for each class of each fund – exclusive of | |||
| payments under the fund’s distribution plan, brokerage, interest, taxes, investment-related | |||
| expenses (including borrowing costs, i.e., short selling and lines of credit costs), and | |||
| extraordinary expenses – that equal the amount specified in the table below of the fund’s | |||
| average net assets attributable to each such class. Each of these contractual waivers will | |||
| remain in effect through the date that is three years after the effective date of the next annual | |||
| update of each fund’s registration statement. |
| Share Class | Net Total Expense | ||
| Ratio Cap | |||
| Class A | 0.55% | ||
| Class C | 0.55% | ||
| Class R | 0.70% | ||
| Class R3 | 0.70% |
| 3 |
| Class R4 | 0.70% | ||
| Class R5 | 0.55% | ||
| Class R6 | 0.45% | ||
| Class Y | 0.55% |
| Effective July 1, 2021, 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: | /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇__________ | |
| ▇▇▇▇▇▇▇ ▇. ▇▇▇▇ | ||
| Vice President and Chief Legal Officer | ||
| Agreed and accepted by each ▇▇▇▇▇▇ fund listed on Schedule A, | |
| Schedule B and Schedule C | |
| By: | /s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇_______________ |
| ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ | |
| 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 | |
| ▇▇▇▇▇▇ Focused International Equity Fund | |
| ▇▇▇▇▇▇ Funds Trust | |
| - ▇▇▇▇▇▇ Dynamic Risk Allocation Fund | |
| - ▇▇▇▇▇▇ Emerging Markets Equity 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 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 | |
| -▇▇▇▇▇▇ PanAgora Risk Parity Fund | |
| -▇▇▇▇▇▇ Research Fund | |
| -▇▇▇▇▇▇ Small Cap Value Fund | |
| -▇▇▇▇▇▇ Sustainable Future Fund | |
| ▇▇▇▇▇▇ Large Cap Value 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 | |
| 5 |
| ▇▇▇▇▇▇ Ohio Tax Exempt Income Fund | |
| ▇▇▇▇▇▇ Pennsylvania Tax Exempt Income Fund | |
| ▇▇▇▇▇▇ Sustainable Leaders Fund | |
| ▇▇▇▇▇▇ Tax Exempt Income Fund | |
| ▇▇▇▇▇▇ Tax-Free Income Trust | |
| -▇▇▇▇▇▇ Strategic Intermediate Municipal Fund | |
| -▇▇▇▇▇▇ Tax-Free High Yield Fund | |
| 6 |
| Schedule B |
| ▇▇▇▇▇▇ Variable Trust | |
| - ▇▇▇▇▇▇ VT Diversified Income Fund | |
| - ▇▇▇▇▇▇ VT Emerging Markets Equity Fund | |
| - ▇▇▇▇▇▇ VT Focused International Equity Fund | |
| - ▇▇▇▇▇▇ VT ▇▇▇▇▇▇ ▇▇▇▇▇▇ Balanced Fund | |
| - ▇▇▇▇▇▇ VT Global Asset Allocation 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 Value Fund | |
| - ▇▇▇▇▇▇ VT Large Cap 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 2065 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 | |
| - ▇▇▇▇▇▇ Retirement Advantage Maturity Fund | |
| - ▇▇▇▇▇▇ Retirement Advantage 2065 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 | |
| 8 |
