SUB-ITEM 77Q1(e)
MEMORANDUM OF AGREEMENT
This Memorandum of Agreement is entered into as of the effective date
listed on Exhibit "A" of this agreement, between Short-Term Investments Trust
and Tax-Free Investments Trust (each a "Trust" and, collectively, the
"Trusts"), on behalf of the portfolios listed on Exhibit "A" to this Memorandum
of Agreement (the "Portfolios"), and Fund Management Company ("FMC"). FMC shall
and hereby agrees to waive fees of each Portfolio, on behalf of its respective
classes as applicable, severally and not jointly, as indicated in the attached
Exhibit "A".
For and in consideration of the mutual terms and agreements set forth
herein and other good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, the Trusts and FMC agree as follows:
The Trusts and FMC agree until the date set forth on the attached
Exhibit "A" (the "Expiration Date") that FMC will waive Rule 12b-1 distribution
plan payments at the rates, on an annualized basis, set forth on Exhibit "A" of
the average daily net assets allocable to such class. The Trust's Board of
Trustees and AIM may terminate or modify this Memorandum of Agreement prior to
the Expiration Date only by mutual written consent. FMC will not have any right
to reimbursement of any amount so waived.
The Trusts and FMC agree to review the then-current waivers for each
class of each Portfolio listed on Exhibit "A" on a date prior to the Expiration
Date to determine whether such waivers should be amended, continued or
terminated. The waivers will expire upon the Expiration Date unless the Trusts
and AIM have agreed to continue them. Exhibit "A" will be amended to reflect
any such agreement.
It is expressly agreed that the obligations of the Trusts hereunder
shall not be binding upon any of the Trustees, shareholders, nominees,
officers, agents or employees of the Trust personally, but shall only bind the
assets and property of the Portfolios, as provided in the Trusts' Agreement and
Declaration of Trust. The execution and delivery of this Memorandum of
Agreement have been authorized by the Trustees of each Trust, and this
Memorandum of Agreement has been executed and delivered by an authorized
officer of each Trust acting as such; neither such authorization by such
Trustees nor such execution and delivery by such officer shall be deemed to
have been made by any of them individually or to impose any liability on any of
them personally, but shall bind only the assets and property of the Portfolios,
as provided in the Trusts' Agreement and Declaration of Trust.
IN WITNESS WHEREOF, the Trusts and FMC have entered into this
Memorandum of Agreement as of the date first above written.
SHORT-TERM INVESTMENTS TRUST
TAX-FREE INVESTMENTS TRUST
on behalf of the Funds listed in Exhibit "A"
to this Memorandum of Agreement
By: /s/ Xxxxxx X. Xxxxxx
-------------------------------------
Title: President
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Fund Management Company
By: /s/ Xxxxx Xxxx Xxxxxx
-------------------------------------
Title: President
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EXHIBIT "A"
FUNDS WITH FISCAL YEAR END OF MARCH 31
TAX-FREE INVESTMENTS TRUST
FUND WAIVER EFFECTIVE DATE EXPIRATION DATE
---- ------ -------------- ---------------
Tax-Free Cash Reserve Portfolio
Cash Management Class 0.02% of Rule 12b-1 distribution plan June 30, 2005 March 31, 2007
payments on average net assets
Personal Investment Class 0.20% of Rule 12b-1 distribution plan June 30, 2005 March 31, 2007
payments on average net assets
Private Investment Class 0.25% of Rule 12b-1 distribution plan June 30, 2005 March 31, 2007
payments on average net assets
Reserve Class 0.13% of Rule 12b-1 distribution plan June 30, 2005 March 31, 2007
payments on average net assets
Resource Class 0.04% of Rule 12b-1 distribution plan June 30, 2005 March 31, 2007
payments on average net assets
FUNDS WITH FISCAL YEAR END OF AUGUST 31
SHORT-TERM INVESTMENTS TRUST
FUND WAIVER EFFECTIVE DATE EXPIRATION DATE
---- ------ -------------- ---------------
Government & Agency Portfolio
Cash Management Class 0.02% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
Personal Investment Class 0.20% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
Private Investment Class 0.20% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
Reserve Class 0.13% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
Resource Class 0.04% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
FUND WAIVER EFFECTIVE DATE EXPIRATION DATE
---- ------ -------------- ---------------
Government TaxAdvantage Portfolio
Cash Management Class 0.02% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
Personal Investment Class 0.20% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
Private Investment Class 0.25% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
Reserve Class 0.13% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
Resource Class 0.04% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
Liquid Assets Portfolio
Cash Management Class 0.02% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
Personal Investment Class 0.20% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
Private Investment Class 0.20% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
Reserve Class 0.13% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
STIC Prime Portfolio
Cash Management Class 0.02% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
Personal Investment Class 0.20% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
Private Investment Class 0.20% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
Reserve Class 0.13% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
Resource Class 0.04% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
FUND WAIVER EFFECTIVE DATE EXPIRATION DATE
---- ------ -------------- ---------------
Treasury Portfolio
Cash Management Class 0.02% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
Personal Investment Class 0.20% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
Private Investment Class 0.20% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
Reserve Class 0.13% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
Resource Class 0.04% of Rule 12b-1 distribution June 30, 2005 August 31, 2006
plan payments on average net assets
