(AIM INVESTMENTS(R) LOGO)
AMENDED AND RESTATED MASTER RELATED AGREEMENT TO THIRD AMENDED AND RESTATED
MASTER DISTRIBUTION PLAN FOR SHORT-TERM INVESTMENTS TRUST
This Master Related Agreement ("Agreement") is entered into in accordance with
Rule 12b-1 ("Rule 12b-1") under the Investment Company Act of 1940 ( "1940
Act"), as amended, by Short-Term Investments Trust ("Trust"), on behalf of each
of its series of beneficial interest set forth in Schedule A to this Agreement
("Portfolio" or "Portfolios") with respect to the classes of shares ("Class" or
"Classes") of the Portfolios also listed on Schedule A, and Invesco Aim
Distributors, Inc., formerly A I M Distributors, Inc. ("Distributor"). This
Agreement defines the services to be provided by Distributor, or its designees,
for which it is to receive payments pursuant to the Third Amended and Restated
Master Distribution Plan (the "Plan"), adopted by the Trust. The Plan has been
approved in accordance with Rule 12b-1. The provisions of this Agreement are
severable for each Portfolio and Class thereof.
1. Distributor may use the payments received pursuant to paragraph 2 of this
Agreement to finance distribution-related services. Distribution-related
services shall mean any activity which is primarily intended to result in
the sale of shares of the Classes, including, but not limited to: (i)
organizing and conducting sales seminars; (ii) implementing advertising
programs; (iii) engaging finders and paying finders fees; (iv) printing
prospectuses and statements of additional information (and supplements
thereto) and annual and semi-annual reports for other than existing
shareholders; (v) preparing and distributing advertising material and sales
literature; and (vi) administering the Plan. Distributor may provide such
distribution-related services either directly or through broker-dealers,
banks, and other financial institutions ("Indirect Service Providers").
Distributor and any broker-dealer, bank, and other financial institution
that has entered into a related agreement with the Trust that has been
approved by the Board of Trustees of the Trust in accordance with the terms
of the Plan ("Direct Service Providers") will be deemed to have performed
all services required to be performed in order to be entitled to receive
payments for distribution-related services with respect to a share of a
particular Class pursuant to the Plan upon the settlement of the sale of
such share (or a share of another portfolio from which such share derives).
Nothing in the foregoing sentence shall be interpreted to require payments
for distribution-related services with respect to a share of a particular
Class after such share has been redeemed.
Distributor may also use payments received pursuant to paragraph 2 of this
Agreement to finance payments of service fees for personal continuing
shareholder services ("shareholder services"). Shareholder services may
include, but shall not be limited to, the following: (i) distributing sales
literature to customers; (ii) answering routine customer inquiries
concerning the Portfolios and their respective Classes; (iii) assisting
customers in changing dividend options, account designations and addresses;
(iv) assisting customers in the establishment and maintenance of customer
accounts and records; (v) assisting customers in the placement of purchase
and redemption transactions; (vi) assisting customers in investing
dividends and capital gains distributions automatically in shares of the
Portfolios; and (vii) providing such other
services as the Portfolios or the customers may reasonably request, so long
as such other services are covered by the term "service fee" as such term
is defined and interpreted by the Financial Industry Regulatory Authority
("FINRA"). Distributor may implement these shareholder servicing
arrangements either directly or through Indirect Service Providers.
Any payments that Distributor may make to Indirect Service Providers are
obligations of Distributor and not of the Trust.
2. For services provided by Distributor or its designee pursuant to this
Agreement, each Portfolio shall pay Distributor a fee, calculated at the
end of each month. The maximum amount payable by a Portfolio with respect
to a particular Class pursuant to this Agreement is set forth in Appendix A
and is qualified by this paragraph 2. The maximum fee payable by a
Portfolio with respect to a Class for the provision of distribution-related
services shall not exceed seventy-five one hundredths of one percent
(0.75%) per annum of the average daily net assets of the Class. The maximum
fee payable by a Portfolio with respect to a Class for the provision of
shareholder services shall not exceed twenty-five one hundredths of one
percent (0.25%) per annum of the average daily net assets of the Class. Of
the total fees paid by a Portfolio with respect to a particular Class to
Distributor and any Direct Service Provider for shareholder services and
distribution-related services, amounts up to and including the first
twenty-five one hundredths of one percent (0.25%) per annum shall be
considered a fee for shareholder services and any amounts above twenty-five
one hundredths of one percent (0.25%) per annum shall be considered a fee
for distribution-related services.
To the extent any payments by a Portfolio to a Direct Service Provider with
respect to a particular Class are less than the lesser of (A) the amount
set forth in Schedule A to this Agreement for that particular Class or (B)
the amount that the Portfolio is currently paying with respect to that
particular Class as a result of any fee waivers or reimbursements, the
difference shall be paid by the Portfolio to Distributor.
3. The total of the fees calculated for all of the Portfolios listed on
Schedule A for any period with respect to which calculations are made shall
be paid to Distributor within 10 days after the close of each month.
4. Distributor shall provide quarterly written reports to the Board of
Trustees of the Trust in accordance with the terms of the Plan and shall
furnish such other information as the Board of Trustees may reasonably
request in connection with payments made pursuant to the Plan or this
Agreement in order to enable the Board of Trustees to make an informed
determination of the nature and value of such expenditures.
5. This Agreement shall become effective immediately upon its approval in
accordance with Rule 12b-1 and continue in effect thereafter with respect
to any Class for a period of more than one year only so long as such
continuance is specifically approved, at least annually, by the Trust's
Board of Trustees, including the trustees who are not "interested persons"
of the Trust, as such term is defined in the 1940 Act, and have no direct
or indirect financial interest in the operation of the Plan or in any
agreements related to the Plan (the "Non-Interested Trustees"), by vote
cast in person at a meeting called for the purpose of voting on this
Agreement.
2
6. This Agreement may be terminated with respect to any Class at any time,
without payment of any penalty, (i) by vote of a majority of the
Non-Interested Trustees, or (ii) by vote of a majority of the outstanding
voting securities of the applicable Class upon 10 days' written notice to
Distributor. Distributor may terminate this Agreement upon 10 days' written
notice to the Trust. This Agreement will automatically terminate by any act
which terminates the Plan or in the event of its "assignment" as that term
is defined in the 1940 Act.
7. This Agreement may be amended by mutual written agreement of the parties.
8. Distributor may enter into other similar Master Related Agreements with any
other investment company without the Trust's consent.
9. This Agreement and all rights and obligations of the parties hereunder will
be governed by and construed under the laws of the State of Texas without
regard to its choice of law provisions.
EFFECTIVE APRIL 30, 2008. INVESCO AIM DISTRIBUTORS, INC.
By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇
------------------------------------
Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: President
SHORT-TERM INVESTMENTS TRUST
on behalf of each Portfolio listed on
Schedule A with respect to the Classes
of each such Portfolio
By: /s/ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇
------------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇
Title: President
3
SCHEDULE "A"
TO RELATED AGREEMENT
SHORT-TERM INVESTMENTS TRUST
MAXIMUM ANNUAL RATE
-------------------
GOVERNMENT & AGENCY PORTFOLIO
Reserve Class 1.00%
Personal Investment Class 0.75%
Private Investment Class 0.50%
Resource Class 0.20%
Cash Management Class 0.10%
Corporate Class 0.03%
GOVERNMENT TAXADVANTAGE PORTFOLIO
Reserve Class 1.00%
Personal Investment Class 0.75%
Private Investment Class 0.50%
Resource Class 0.20%
Cash Management Class 0.10%
Corporate Class 0.03%
LIQUID ASSETS PORTFOLIO
Reserve Class 1.00%
Personal Investment Class 0.75%
Private Investment Class 0.50%
Resource Class 0.20%
Cash Management Class 0.10%
Corporate Class 0.03%
STIC PRIME PORTFOLIO
Reserve Class 1.00%
Personal Investment Class 0.75%
Private Investment Class 0.50%
Resource Class 0.20%
Cash Management Class 0.10%
Corporate Class 0.03%
4
TAX-FREE CASH RESERVE PORTFOLIO
Reserve Class 1.00%
Personal Investment Class 0.75%
Private Investment Class 0.50%
Resource Class 0.20%
Cash Management Class 0.10%
Corporate Class 0.03%
TREASURY PORTFOLIO
Reserve Class 1.00%
Personal Investment Class 0.75%
Private Investment Class 0.50%
Resource Class 0.20%
Cash Management Class 0.10%
Corporate Class 0.03%
5