EXHIBIT h(1)(d)
AMENDMENT NO. 3
TO
TRANSFER AGENCY AND SERVICE AGREEMENT
This Amendment No. 3 (the "Amendment") to the Transfer Agency and Service
Agreement (the "Agreement") is made this _____ day of _____________, 2001 by
and between A I M ADVISORS, INC., a Delaware corporation (the "Administrator"),
A I M FUND SERVICES, INC., a Delaware corporation ("AFS") and SHORT-TERM
INVESTMENTS CO., a Maryland corporation (the "Company") with respect to its Cash
Assets Portfolio (the "Portfolio").
WHEREAS, the Administrative Services Agreement between the Administrator and the
Company on behalf of the Portfolio (the "Administrative Services Agreement")
provides, in part, for the assumption by the Administrator of all Ordinary
Business Expenses, as defined in that agreement, that would otherwise be
incurred by the Portfolio under the Administrative Services Agreement; and
WHEREAS, Article 2 of the Agreement provides that the Company on behalf of its
portfolios shall pay certain fees and expenses to AFS.
NOW, THEREFORE, the parties hereto agree to amend the Agreement as follows:
1. Notwithstanding anything to the contrary in Article 2 of the Agreement or in
any other written agreement between the Company and AFS adopted pursuant to
Article 2 of the Agreement, any fees or expenses payable by the Company on
behalf of the Portfolio to AFS pursuant to Article 2 of the Agreement or
such other written agreement shall be paid by, and shall be the direct
obligation of, the Administrator, and AFS agrees to hold to the
Administrator solely responsible for payment of such fees and expenses.
2. As between the Administrator and the Company on behalf of the Portfolio, the
Company agrees to reimburse the Administrator for any payments made by the
Administrator to AFS pursuant to the preceding paragraph that would not
constitute Ordinary Business Expenses, as defined in the Administrative
Services Agreement, of the Portfolio
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be
executed by their officers designated below as of the day and year first above
written.
A I M ADVISORS, INC.
Attest:_________________________ By:__________________________
Assistant Secretary President
(SEAL)
SHORT-TERM INVESTMENTS CO.
ON BEHALF OF CASH ASSETS PORTFOLIO
Attest:_________________________ By:__________________________
Assistant Secretary President
(SEAL)
A I M FUND SERVICES, INC.
Attest:_________________________ By:__________________________
Assistant Secretary President
(SEAL)
