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EXHIBIT (h)(5)
MASTER ACCOUNTING SERVICES AGREEMENT
This MASTER ACCOUNTING SERVICES AGREEMENT (the "Agreement") is made this
1st day of July, 1999 by and between A I M ADVISORS, INC., a Delaware
corporation (the "AIM") and AIM Investment Funds, a Delaware business trust (the
"Trust") with respect to the separate series set forth from time to time in
Appendix A to this Agreement (the "Portfolios").
W I T N E S S E T H:
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WHEREAS, the Trust is an open-end investment company registered under the
Investment Company Act of 1940, as amended (the "1940 Act"); and
WHEREAS, the Portfolios are separate series of beneficial interests
representing interests in separate investment portfolios of the Trust; and
WHEREAS, the Trust desires to retain AIM to provide the accounting services
to the Trust as described herein;
NOW, THEREFORE, the parties hereby agree as follows:
1. AIM hereby agrees to provide, or arrange for the provision of the
services of a principal financial officer of the Trust (including related office
space, facilities and equipment) whose normal duties consist of maintaining the
financial accounts and books and records of the Trust and the Portfolios,
including daily net asset value calculations and the preparation of tax returns;
and the services (including related office space, facilities and equipment) of
any of the personnel operating under the direction of such principal financial
officer.
2. The services provided hereunder shall at all times be subject to the
direction and supervision of the Trust's Board of Trustees.
3. As full compensation for the services performed and the facilities
furnished by or at the direction of AIM, the Portfolios shall pay AIM such fees
as are determined in accordance with the methodologies established from time to
time by the Trust's Board of Trustees. Such amounts shall be paid to AIM on a
quarterly basis.
4. AIM shall not be liable for any error of judgment or for any loss
suffered by the Trust or the Portfolios in connection with any matter to which
this Agreement relates, except a loss resulting from AIM's willful misfeasance,
bad faith or gross negligence in the performance of its duties or from reckless
disregard of its obligations and duties under this Agreement.
5. The Trust and AIM each hereby represent and warrant, but only as to
themselves, that each has all requisite authority to enter into, execute,
deliver and perform its obligations under this Agreement and that this Agreement
is legal, valid and binding, and enforceable in accordance with its terms.
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6. Nothing in this Agreement shall limit or restrict the rights of any
trustee, officer or employee of AIM who may also be a trustee, officer or
employee of the Trust to engage in any other business or to devote his time and
attention in part to the management or other aspects of any business, whether of
a similar or a dissimilar nature, nor limit or restrict the right of AIM to
engage in any other business or to render services of any kind to any other
corporation, firm, individual or association.
7. This Agreement shall continue in effect until June 30, 2001 and shall
continue in effect from year to year thereafter; provided that such continuance
is specifically approved at least annually:
(a) (i) by the Trust's Board of Trustees or (ii) by the vote of a
majority of the outstanding voting securities of the Trust (as defined in
Section 2(a)(42) of the 0000 Xxx); and
(b) by the affirmative vote of a majority of the Trust's Trustees who
are not parties to this Agreement or interested persons of a party to this
Agreement, by votes cast in person at a meeting specifically called for
such purpose.
This Agreement shall terminate automatically in the event of its assignment
(as defined in Section 2(a)(4) of the 0000 Xxx) or, with respect to one or more
Portfolios in the event of termination of the Investment Management and
Administration Contract relating to such Portfolio(s) between the Trust and AIM.
8. This Agreement may be amended or modified, but only by a written
instrument signed by both the Trust and AIM.
9. Any notice or other communication required to be given pursuant to this
Agreement shall be deemed duly given if delivered or mailed by registered mail,
postage prepaid, (a) to AIM at Eleven Xxxxxxxx Xxxxx, Xxxxx 000, Xxxxxxx, Xxxxx
00000, Attention: President, with a copy to the General Counsel, or (b) to the
Trust at Eleven Xxxxxxxx Xxxxx, Xxxxx 000, Xxxxxxx, Xxxxx 00000, Attention:
President, with a copy to the General Counsel.
10. Notice is hereby given that this Agreement is being executed by the
Trust by a duly authorized officer thereof acting as such and not individually.
The obligations of this Agreement are not binding upon any of the Trustees,
officers, shareholders or the investment advisor of the Trust individually but
are binding only upon the assets and property belonging to the Trust, on its own
behalf or on behalf of a Portfolio, for the benefit of which the Trustees or
officers have caused this Agreement to be executed.
11. This Agreement contains the entire agreement between the parties hereto
and supersedes all prior agreements, understandings and arrangements with
respect to the subject matter hereof.
12. This Agreement shall be governed by and construed in accordance with
the laws of the State of Texas.
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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: /s/ XXXXXXX X. XXXXX By: /s/ XXXXXX X. XXXXXX
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Assistant Secretary President
(SEAL)
AIM INVESTMENT FUNDS
Attest: /s/ XXXXXX X. XXXX By: /s/ XXXXXX X. XXXXXX
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Assistant Secretary President
(SEAL)
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AIM INVESTMENT FUNDS
APPENDIX A TO MASTER ACCOUNTING SERVICES AGREEMENT
JULY 1, 1999
AIM Global Health Care Fund
AIM Global Telecommunications and Technology Fund
AIM Global Financial Services Fund
AIM Global Infrastructure Fund
AIM Global Resources Fund
AIM Global Consumer Products and Services Fund
AIM Latin American Growth Fund
AIM Developing Markets Fund
AIM Global Government Income Fund
AIM Strategic Income Fund
AIM Emerging Markets Debt Fund
AIM Global Growth & Income Fund