Exhibit h(2)(d)
AMENDMENT NO. 3
AMENDED AND RESTATED MASTER ADMINISTRATIVE SERVICES AGREEMENT
The Amended and Restated Master Administrative Services Agreement (the
"Agreement"), dated July 1, 2004, by and between A I M Advisors, Inc., a
Delaware corporation, and AIM COUNSELOR SERIES TRUST, a Delaware business trust,
is hereby amended as follows:
WHEREAS, the parties desire to add three portfolios, AIM Structured Core
Fund, AIM Structured Growth Fund and AIM Structured Value Fund, to the
Agreement;
Appendix A of the Agreement is hereby deleted in its entirety and replaced with
the following:
"APPENDIX A
FEE SCHEDULE TO
AMENDED AND RESTATED MASTER ADMINISTRATIVE SERVICES AGREEMENT
OF
AIM COUNSELOR SERIES TRUST
PORTFOLIOS EFFECTIVE DATE OF AGREEMENT
---------- ---------------------------
AIM Advantage Health Sciences Fund July 1, 2004
AIM Multi-Sector Fund July 1, 2004
AIM Structured Core Fund March 31, 2006
AIM Structured Growth Fund March 31, 2006
AIM Structured Value Fund March 31, 2006
The Administrator may receive from each Portfolio reimbursement for costs
or reasonable compensation for such services as follows:
Rate* Net Assets
----- ----------
0.023% First $1.5 billion
0.013% Next $1.5 billion
0.003% Over $3 billion
----------
* Annual minimum fee is $50,000. An additional $10,000 per class of shares
is charged for each class other than the initial class. The $10,000 class
fee is waived for any of the above Portfolios with insufficient assets to
result in the payment of more than the minimum fee of $50,000."
All other terms and provisions of the Agreement not amended herein shall
remain in full force and effect.
Dated: March 31, 2006
A I M ADVISORS, INC.
Attest: Xxxxxx X. Xxxx By: /s/ Xxxx X. Xxxxxxxxxx
--------------------------- --------------------------------
Assistant Secretary Xxxx X. Xxxxxxxxxx
President
(SEAL)
AIM COUNSELOR SERIES TRUST
Attest: Xxxxxx X. Xxxx By: /s/ Xxxxxx X. Xxxxxx
--------------------------- --------------------------------
Assistant Secretary Xxxxxx X. Xxxxxx
President
(SEAL)