EX-99.G2.E 10 h20339exv99wg2we.txt AMENDMENT TO CUSTODIAN CONTRACT AMENDMENT TO MASTER CUSTODIAN CONTRACT THIS AMENDMENT TO MASTER CUSTODIAN CONTRACT is dated as of September 8, 2004, by and between State Street Bank and Trust Company (the "Custodian") and each investment company set forth on Appendix A hereto (each such entity referred to herein as a "Fund," and any series of a Fund, "Portfolio").. WHEREAS, the parties hereto are parties to that certain Master Custodian Contract dated May 1, 2000, as amended (the "Master Custodian Contract"); and WHEREAS, the Custodian on the one hand and each Fund on the other hand desire to amend paragraph 12 to the Master Custodian Contract. NOW THEREFORE, for and in consideration of the mutual covenants and agreements hereinafter contained, the Custodian and each Fund on behalf of each Portfolio, severally and not jointly, hereby agree as follows: 1. (a) Paragraph 12 of the Master Custodian Contract be and it hereby is modified in its entirety to read as follows: For all expenses and services performed and to be performed by Custodian hereunder, each Fund on behalf of its respective Portfolio(s) as applicable, shall and hereby agrees to pay Custodian, severally and not jointly, such reasonable compensation as determined by the parties from time to time. 2. Capitalized terms used but not defined herein shall have the respective meanings given to them in the Master Custodian Contract. 3. Except as set forth in this Amendment, the Master Custodian Contract shall remain in full force and effect in accordance with its terms. IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed in its name and behalf by its duly authorized representative as of the date first above written. Witnessed By: STATE STREET BANK AND TRUST COMPANY /s/ Janet B. Alexander /s/ Joseph L. Hooley _________________________________ By:_______________________________________ Name: Janet B. Alexander Name: Joseph L. Hooley Title: Associate Counsel Title: Executive Vice President 1 AIM EQUITY FUNDS, on behalf of each of its Portfolios as identified in Appendix A hereto AIM FLOATING RATE FUND, on behalf of each of its Portfolios as identified in Appendix A hereto AIM FUNDS GROUP, on behalf of each of its Portfolios as identified in Appendix A hereto AIM GROWTH SERIES, on behalf of each of its Portfolios as identified in Appendix A hereto AIM INTERNATIONAL MUTUAL FUNDS, on behalf of each of its Portfolios as identified in Appendix A hereto AIM INVESTMENT FUNDS, on behalf of each of its Portfolios as identified in Appendix A hereto AIM INVESTMENT SECURITIES FUNDS, on behalf of each of its Portfolios as identified in Appendix A hereto AIM SELECT REAL ESTATE INCOME FUND AIM SPECIAL OPPORTUNITIES FUNDS, on behalf of each of its Portfolios as identified in Appendix A hereto AIM SUMMIT FUND AIM VARIABLE INSURANCE FUNDS, on behalf of each of its Portfolios as identified in Appendix A hereto Witnessed By: /s/ Lisa A. Moss /s/ Robert H. Graham _________________________________ By: _______________________________________ Name: Lisa A. Moss Name: Robert H. Graham Title: Assistant Secretary Title: Chairman and President 2 APPENDIX A AIM EQUITY FUNDS - AIM Aggressive Growth Fund - AIM Basic Value II Fund - AIM Blue Chip Fund - AIM Capital Development Fund - AIM Charter Fund - AIM Constellation Fund - AIM Core Strategies Fund - AIM Dent Demographic Trends Fund - AIM Diversified Dividend Fund - AIM Emerging Growth Fund - AIM Large Cap Basic Value Fund - AIM Large Cap Growth Fund - AIM Mid Cap Growth Fund - AIM U.S. Growth Fund - AIM Weingarten Fund AIM FLOATING RATE FUND AIM FUNDS GROUP - AIM Balanced Fund - AIM Basic Balanced Fund - AIM European Small Company Fund - AIM Global Value Fund - AIM International Emerging Growth Fund - AIM Mid Cap Basic Value Fund - AIM Premier Equity Fund - AIM Select Equity Fund - AIM Small Cap Equity Fund AIM GROWTH SERIES - AIM Aggressive Allocation Fund - AIM Basic Value Fund - AIM Conservative Allocation Fund - AIM Global Equity Fund - AIM Mid Cap Core Equity Fund - AIM Moderate Allocation Fund - AIM Small Cap Growth Fund AIM INTERNATIONAL MUTUAL FUNDS - AIM Asia Pacific Growth Fund - AIM European Growth Fund - AIM Global Aggressive Growth Fund - AIM Global Growth Fund - AIM International Growth Fund - INVESCO International Core Equity Fund AIM INVESTMENT FUNDS - AIM Developing Markets Fund - AIM Global Health Care Fund - AIM Libra Fund - AIM Trimark Fund - AIM Trimark Endeavor Fund - AIM Trimark Small Companies Fund AIM INVESTMENT SECURITIES FUNDS - AIM High Yield Fund - AIM Income Fund - AIM Intermediate Government Fund - AIM Real Estate Fund - AIM Short Term Bond Fund - AIM Total Return Bond Fund AIM SELECT REAL ESTATE INCOME FUND AIM SPECIAL OPPORTUNITIES FUNDS - AIM Opportunities I Fund - AIM Opportunities II Fund - AIM Opportunities III Fund AIM SUMMIT FUND AIM VARIABLE INSURANCE FUNDS - AIM V.I. Aggressive Growth Fund - AIM V.I. Balanced Fund - AIM V.I. Basic Value Fund - AIM V.I. Blue Chip Fund - AIM V.I. Capital Appreciation Fund - AIM V.I. Capital Development Fund - AIM V.I. Core Equity Fund - AIM V.I. Dent Demographic Trends Fund - AIM V.I. Diversified Income Fund - AIM V.I. Government Securities Fund - AIM V.I. Growth Fund - AIM V.I. High Yield Fund - AIM V.I. International Growth Fund - AIM V.I. Large Cap Growth Fund - AIM V.I. Mid Cap Core Equity Fund - AIM V.I. Premier Equity Fund - AIM V.I. Real Estate Fund - AIM V.I. Small Cap Equity Fund - INVESCO VIF-Core Equity Fund - INVESCO VIF-Dynamics Fund - INVESCO VIF-Financial Services Fund - INVESCO VIF-Health Sciences Fund - INVESCO VIF-Leisure Fund - INVESCO VIF-Small Company Growth Fund - INVESCO VIF-Technology Fund - INVESCO VIF-Total Return Fund - INVESCO VIF-Utilities Fund A-1 2004 FEE SCHEDULE TO THE MASTER CUSTODIAN CONTRACT I. DOMESTIC CUSTODY Domestic Asset Based Fees Each Fund shall and hereby agrees, severally and not jointly, to pay to the Custodian its Pro Rata Share (as defined below) of the Aggregate Domestic Custody Fee. The Custodian shall bill the Aggregate Domestic Custody Fee at the end of each month. The Aggregate Domestic Custody Fee for each billing period shall be equal to the fees payable with respect to the average daily Aggregate Domestic Assets held for such billing period and shall be calculated based on the following fee schedule:
Aggregate Domestic Assets Annualized Fee ------------------------- -------------- First $ 20 billion 0.95 basis points Next $ 20 billion 0.75 basis points Next $ 20 billion 0.67 basis points Next $ 20 billion 0.30 basis points Next $ 20 billion 0.20 basis points Next $ 40 billion 0.15 basis points Over $ 140 billion 0.10 basis points
The term "Aggregate Domestic Assets" on any day shall mean the value of the aggregate assets of all AMVESCAP funds maintained by the Custodian in the United States of America on such day. The term "Pro Rata Share" with respect to a Fund and a billing period for Aggregate Domestic Custody Fee means a fraction, the numerator of which is the average daily value of all assets of such Fund maintained by the Custodian in the United States of America for the billing period and included in the calculation of Aggregate Domestic Assets, and the denominator of which is the average daily Aggregate Domestic Assets held by the Custodian for such billing period. Domestic Transaction Based Fees DTC $ 6.00 Fed Book Entry $ 6.00 Physical Settlements $ 25.00 Maturity collections $ 8.00 In Kind Transfers (DTC) $ 7.00 Paydowns $ 3.00 Third party foreign exchange trades $ 30.00 Non SSC repo (joint or individual) $ 8.00 Fund of Fund Trades $ 5.00 All other trades $ 16.00 Written options $ 20.00 Closed options $ 20.00 Futures transactions - no security movement $ 8.00 Affirmations $ 1.00 State Street Repo No charge State Street FX No charge
1 II. GLOBAL CUSTODY Global Asset Based Fees**
GROUP I GROUP II GROUP III GROUP IV GROUP V GROUP VI ------- -------- --------- -------- ------- -------- Canada Austria Argentina Belgium Bahrain Chile Euroclear Australia Bermuda Botswana Bangladesh Colombia France Denmark Brazil Kenya Bolivia Ecuador Germany Finland Bulgaria Mauritius Croatia Greece Japan Iceland China Mexico Cyprus Hungary Switzerland Italy Czech Rep Namibia Estonia India UK Netherlands Egypt Slovak Rep Ghana Jordan N. Zealand Hong Kong South Korea Ivory Coast Morocco Puerto Rico Indonesia Swaziland Jamaica Spain Ireland Turkey Lebanon Israel Oman Lithuania Pakistan Malaysia Peru Norway Slovenia Philippines Taiwan Poland Trin & Tobago Portugal Tunisia Romania Ukraine Russia Uruguay Singapore Viet Nam South Africa Venezuela Sri Lanka Zambia Sweden Zimbabwe Thailand
GROUP I GROUP II GROUP III GROUP IV GROUP V GROUP VI FEE (BPS) FEE (BPS) FEE (BPS) FEE (BPS) FEE (BPS) FEE (BPS) ----------- --------- --------- -------- --------- --------- 4.0 5.0 15.0 30.0 40.0 50.0
**Excludes: Agent, depository and local auditing fees, stamp duties and registration fees 2 Global Transaction Based Fees Global transaction fees are per individual purchase, sale, paydown and maturity transaction, billed and payable monthly in arrears, based on the actual number of transactions posted during the month at the following rates:
GROUP I GROUP II GROUP III GROUP IV GROUP V ------- -------- --------- -------- ------- Australia Belgium Bermuda Argentina Bahrain Austria Estonia Czech Rep Bolivia Bangladesh Canada Latvia Hong Kong Botswana Brazil Denmark Namibia Ireland Bulgaria China Euroclear Tunisia Israel Chile Colombia Finland Lithuania Croatia Cyprus France Morocco Ecuador Greece Germany Poland Egypt Hungary Iceland Portugal Ghana India Italy Puerto Rico Jamaica Indonesia Ivory Coast Russia Kenya Jordan Japan Singapore Mauritius Lebanon Netherlands Swaziland Peru Malaysia New Zealand Romania Mexico Norway Slovak Rep Oman Spain Slovenia Pakistan Sweden Sri Lanka Philippines Switzerland Trin/Tobago South Africa UK Uruguay South Korea Taiwan Thailand Turkey Ukraine Venezuela Viet Nam Zambia Zimbabwe
GROUP I GROUP II GROUP III GROUP IV GROUP V FEE / TRADE FEE / TRADE FEE / TRADE FEE / TRADE FEE /TRADE ----------- ----------- ----------- ----------- ---------- $ 20 $ 40 $ 50 $ 85 $ 100
3 III. AIM GROWTH SERIES - FUND OF FUNDS AIM Aggressive Allocation Fund, AIM Conservative Allocation Fund and AIM Moderate Allocation Fund Base Fee $500 per month per fund Transactions $5 per transaction (wires, trades, etc.) No charge State Street Repo IV. SECURITIES LENDING Morgan Stanley securities lending transactions $12.00 Fees with other 3rd party lending agents will be quoted separately. V. SPECIAL SERVICES Fees for activities of a non-recurring nature such as fund consolidations or reorganizations, extraordinary security shipments and the preparation of special reports will be subject to negotiation. VI. BALANCE CREDITS AND OVERDRAFT CHARGES A credit will be applied to each portfolio's monthly custody bill (excluding out-of-pocket expenses) based on the average collected custody Demand Deposit Account (DDA) balance at month end. This credit will be calculated by applying 90% of the 90 day T Bill rate in effect at month end. Any excess balance credits may be carried forward and applied to successive bills incurred in the same calendar year. Overdrafts due to overspending/client errors or third party agent errors will be charged at a rate of Fed Funds plus 100 basis points. Overdraft charges will be netted with credits (if any) on the custody bills. VII. OUT-OF-POCKET EXPENSES A billing for the recovery of applicable out-of-pocket expenses will be made as of the end of each month. These out-of-pocket expenses may be adjusted based on market conditions or other circumstances. Out-of-pocket fees may include, but are not limited to the following: - Communications/equipment costs (telephone, lease lines etc.) - Postage and insurance - Courier service - Duplicating - Non recurring legal fees - Supplies related to Fund records - Transfer fees - Sub-Custodian out-of-pocket charges, market fees, registration fees, stamp duties, etc. - Third-party internal control review letter - Proxy Fees - Customized programming/transmissions @ $85 per hour - Wires ($5.00) 4