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EXHIBIT 10.2
TAKE-OUT NOTICE
March 19, 1997
AIM Management Group, Inc.
AIM Distributors, Inc.
AIM Advisors, Inc.
00 Xxxxxxxx Xxxxx, Xxxxx 0000
Xxxxxxx, Xxxxx 00000
Ladies and Gentlemen:
Pursuant to that certain Purchase and Sale Agreement dated as of May 2, 1995
(as amended and supplemented, the Purchase Agreement) among AIM Management
Group Inc., Citibank, N.A. and the undersigned Citicorp North America, Inc., we
hereby deliver this Take-out Notice advising you that on January 31, 1997 the
Purchaser completed a Take-out Transaction in connection with the Series 1997-1
Asset Backed Certificates issued by the Mutual Fund Fee Trust III. The
"Take-out Adjustment Amount" in connection with such Take-out Transaction is
$44,900,000. Capitalized terms used herein and which are not otherwise defined
herein shall have the meanings assigned to such terms in the Purchase
Agreement.
Very truly yours,
CITICORP NORTH AMERICA, INC.,
as Program Agent
By: ILLEGIBLE
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Authorized Signatory
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Page 2
Take-Out Notice
March 19, 1997
Acknowledged and agreed as of the date
first written above:
AIM MANAGEMENT GROUP, INC.
By: /s/ XXXXX X. XXXXXXX
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Authorized Signatory
AIM DISTRIBUTORS, INC.
By: /s/ XXXXX X. XXXXXXX
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Authorized Signatory
AIM ADVISORS, INC.
By: /s/ XXXXX X. XXXXXXX
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Authorized Signatory
