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MASTER RELATED AGREEMENT TO
AMENDED AND RESTATED
MASTER DISTRIBUTION PLAN
(REIMBURSEMENT)
(INVESTOR CLASS SHARES)
This Master Related Agreement (the "Agreement") is
entered into in accordance with Rule 12b-1 under the Investment Company Act of
1940, as amended (the "1940 Act") by each registered investment company, listed
in Schedule A to this Agreement (each individually referred to as a "Fund", or
collectively, "Funds"), severally, on behalf of each of the series of common
stock or beneficial interest, as the case may be, set forth in Schedule A to
this Agreement (each, a "Portfolio" ), with respect to the Investor Class Shares
of each such Portfolio listed on Schedule A. This Agreement, being made between
A I M Distributors, Inc. ("Distributors") and each Fund, on behalf of each
applicable Portfolio, defines the services to be provided by Distributors, or
its designees, for which it is to receive its allocated share of expenses
incurred pursuant to the Amended and Restated Master Distribution Plan (Investor
Class Shares) (the "Plan") adopted by each of the Funds. The Plan has been
approved by a majority of the directors/trustees ("Trustees") of each of the
Funds, including a majority of the Trustees who have no direct or indirect
financial interest in the operation of the Plan or this Agreement (the
"Dis-Interested Trustees"), by votes cast in person at a meeting called for the
purpose of voting on the Plan.
1. a. Distributors may use payments received pursuant to Paragraph 2 of this
Agreement to provide continuing personal shareholder services to customers
who may, from time to time, directly or beneficially own shares of the
Funds. Continuing personal shareholder services may include but are not
limited to, distributing sales literature to customers, answering routine
customer inquiries regarding the Funds, assisting customers in changing
dividend options, account designations and addresses, and in enrolling in
any of several special investment plans offered in connection with the
purchase of the Funds' shares, assisting customers in the establishment
and maintenance of customer accounts and records and in the placement of
purchase and redemption transactions, assisting customers in investing
dividends and capital gains distributions automatically in shares, and
providing such other services as the Funds or the customer may reasonably
request and Distributors agrees to provide. Distributors will not be
obligated to provide services which are provided by a transfer agent for a
Fund with respect to a Portfolio.
b. Distributors may also use the payments received pursuant to Paragraph 2
of this Agreement for distribution-related services. As used in this
Agreement, "distribution-related services" shall mean any activity which
is primarily intended to result in the sale of the Shares, including, but
not limited to, organizing and conducting sales seminars, implementing
advertising programs, engaging finders and paying finders fees, printing
prospectuses and statements of additional information (and supplements
thereto) and annual and semi-annual reports for other than existing
shareholders, preparing and distributing advertising material and sales
literature, making supplemental payments to dealers and other institutions
as asset-based sales charges, and administering the Plan.
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c. Distributors may provide the services described in paragraphs a.
and b. above either directly or through third parties (its "designees").
2. For the services provided by Distributors or its designees pursuant to
this Agreement, each Fund, on behalf of a Portfolio, shall expend, on a
monthly basis, and shall reimburse Distributors to such extent, for
Distributors' actual direct expenditures incurred over a rolling
twelve-month period (or the rolling twenty-four month period specified
below) in engaging in the activities and providing the services specified
in Sections 3 and 4 of the Plan, an amount computed at an annual rate of
0.25% of the average daily net assets of such Portfolio during the month
as applied to the average net asset value of the shares of such Portfolio
purchased or acquired through exchange on or after the Plan Calculation
Date shown for such Portfolio on Schedule A. Distributors shall not be
entitled hereunder to reimbursement for overhead expenses (overhead
expenses defined as customary overhead not including the costs of
Distributors' personnel whose primary responsibilities involve marketing
of the Funds). Payments by a Fund on behalf of a Portfolio hereunder, for
any month, may be made only with respect to: (a) expenditures incurred by
Distributors during the rolling twelve-month period in which that month
falls, or (b) to the extent permitted by applicable law, for any month
during the first twenty-four months following a Portfolio's commencement
of operations, expenditures incurred by Distributors during the rolling
twenty-four month period in which that month falls, and any expenditures
incurred in excess of the limitations described above are not
reimbursable. No Fund on behalf of a Portfolio shall be authorized to
expend, for any month, a greater amount out of its assets to reimburse
Distributors for expenditures incurred during the rolling twenty-four
month period referred to above than it would otherwise be authorized to
expend out of its assets to reimburse Distributors for expenditures
incurred during the rolling twelve-month period referred to above.
3. The total of the fees calculated for all of the Funds listed on Schedule A
for any period with respect to which calculations are made shall be paid
to Distributors within 10 days after the close of each month.
4. Distributors shall furnish the Funds with such information as shall
reasonably be requested by the Trustees of the Funds with respect to the
fees paid to Distributors pursuant to this Agreement.
5. Distributors shall furnish the Trustees of the Funds, for their review on
a quarterly basis, a written report of the amounts expended under the Plan
and the purposes for which such expenditures were made.
6. Distributors may enter into other similar Master Related Agreements with
any other investment company without a Fund's consent.
7. This Agreement shall become effective immediately upon its approval by a
majority of the Trustees of each of the Funds, including a majority of the
Dis-Interested Trustees, by votes cast in person at a meeting called for
the purpose of voting on the Plan and this Agreement.
8. This Agreement shall continue in full force and effect as long as the
continuance of the Plan and this Agreement are approved at least annually
by a vote of the Trustees,
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including a majority of the Dis-Interested Trustees, cast in person at a
meeting called for the purpose of voting thereon.
9. This Agreement may be terminated with respect to any Fund at any time
without payment of any penalty by the vote of a majority of the Trustees
of such Fund who are Dis-interested Trustees or by a vote of a majority of
the Fund's outstanding shares, on sixty (60) days' written notice. It will
be terminated by any act which terminates the Fund's Plan, and in any
event, it shall terminate automatically in the event of its assignment as
that term is defined in the 1940 Act.
10. This Agreement may be amended by mutual written agreement of the parties.
11. All communications should be sent to the address of each ▇▇▇▇▇▇ as shown
at the bottom of this Agreement.
12. This Agreement shall be construed in accordance with the laws of the State
of Texas.
A I M DISTRIBUTORS, INC.
By: _______________________________________
Name: _____________________________________
Title: ____________________________________
▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇
▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇
Attn: President
EFFECTIVE [DATE]. FUND (LISTED IN SCHEDULE A)
on behalf of the Investor Class Shares of each
Portfolio listed on Schedule A
By: _______________________________________
Name: _____________________________________
Title:_____________________________________
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SCHEDULE "A" TO
RELATED AGREEMENT
Fund Plan Calculation Date
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AIM COMBINATION STOCK & BOND FUNDS
AIM Core Stock Fund Investor Shares June 1, 2000
AIM Total Return Fund Investor Shares June 1, 2000
AIM EQUITY FUNDS
AIM Large Cap Growth Fund Investor Shares November 3, 2003
AIM Diversified Dividend Fund Investor Shares April 29, 2005
AIM FUNDS GROUP
AIM Basic Balanced Fund Investor Shares April 29, 2005
AIM INTERNATIONAL MUTUAL FUNDS
AIM European Growth Fund Investor Shares November 24, 2003
AIM INVESTMENT SECURITIES FUNDS
AIM High Yield Fund Investor Shares November 3, 2003
AIM Income Fund Investor Shares November 3, 2003
AIM Intermediate Government Fund Investor Shares November 24, 2003
AIM Municipal Bond Fund Investor Shares November 24, 2003
AIM Real Estate Fund Investor Shares November 3, 2003
AIM SECTOR FUNDS
AIM Technology Fund Investor Shares November 24, 2003
AIM STOCK FUNDS
AIM Dynamics Fund Investor Shares June 1, 2000
AIM Small Company Growth Fund Investor Shares June 1, 2000
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