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EXHIBIT 1.A(1)(c)
AMENDMENT NO. 2
CUSTODIAN AGREEMENT
BETWEEN
STATE STREET BANK AND TRUST COMPANY
AND
A I M DISTRIBUTORS, INC.
The Custodian Agreement (the "Agreement"), dated June 1, 1983, as
amended March 1, 1999, by and between A I M DISTRIBUTORS, INC., a Delaware
corporation with its principal office at Eleven Xxxxxxxx Xxxxx, Xxxxx 0000,
Xxxxxxx, Xxxxx and STATE STREET BANK AND TRUST COMPANY, a Massachusetts banking
corporation having an office at 000 Xxxxxxxx Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx
00000, is hereby amended as follows:
1. The first WHEREAS paragraph on page one of the Custodian Agreement is
hereby amended and restated to read in full as follows:
"WHEREAS, the Sponsor is engaged in the business of
selling shares of mutual funds and similar securities
and presently wishes to obtain the services of the
Custodian in connection with the administration of a
plan for the accumulation of shares of AIM Summit
Fund (the "Fund") which the Sponsor sells and
distributes for the benefit of Planholders (as
defined herein) of AIM Summit Investors Plans I (the
"Plan");"
2. Section I.A.1. of the Custodian Agreement is hereby amended and
restated to read in full as follows:
"1. Nature of the Plan. The Sponsor intends to offer
the Plan for the accumulation of shares of the Fund,
or any other shares substituted therefor, under the
terms of the Plan (all such shares being hereinafter
called the "Fund Shares" and the issuer of such
shares being hereinafter called the "Fund," unless
the context indicates otherwise). Beneficial owners
of Fund Shares under the Plan, regardless of whether
such beneficial ownership is evidenced by Plan
Certificates, are hereinafter called "Planholders"."
3. The first sentence of Section II.A.6. is hereby amended and restated to
read in full as follows:
"The Custodian and the Sponsor agree that a
Planholder who owns any completed Plan may make
additional investments, without completing a new Plan
application, thereby activating the Extended
Investment Option, subject to the same deductions as
applied to the Planholder's last scheduled payment."
4. Section II.A.8. of the Custodian Agreement is hereby amended and
restated to read in full as follows:
"8. Change in Denomination. The Custodian and the
Sponsor agree that a Planholder may change an
existing Plan by providing the Custodian with a
completed Plan application for a new face amount. An
increase in a Plan amount shall not create new
cancellation and refund rights that are created when
a new Plan is issued. If a planholder increases the
face amount of a Plan, the amount paid prior to June
30, 2000 will be divided by the amount of the new
face plan monthly scheduled payment. The calculation
will result in a number of scheduled payments assumed
to have been
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made prior to June 30, 2000 under the increased face
plan amount. A creation and sales load will be
applied to these assumed payments and a credit will
be given for the creation and sales load actually
paid prior to the face plan change. Any balance due
will be deducted from the planholder's account. If
the number of assumed scheduled payments is less than
12, a creation and sales load will be assessed on
future payments so that a creation and sales load is
paid on 12 scheduled payments. If the number of
scheduled payments resulting from the calculation is
greater than 12, no creation and sales load will be
assessed on payments made after June 30, 2000.
A Planholder may decrease the amount of his Plan up
to a maximum of 50% of the face amount of his Plan,
provided that such request is made prior to the date
of the Planholder's sixth payment. A Planholder may
increase the amount of his Plan at any time. For a
period of twelve (12) months following a face change
increase, the Planholder may decrease the increased
Plan to a smaller plan size, but not smaller than the
original Plan prior to the increase."
5. The second paragraph of Section II.A.9 is hereby amended and restated
to read in full as follows:
"Upon receipt by the Custodian of appropriate notice
from the Sponsor, the Custodian shall reinstate any
Plan which has been terminated in accordance with
paragraphs II(B)(7)(a) or (b) below, subject to a
reinstatement fee set forth in the Prospectus, but
without deduction for sales charges, so long as the
reinstatement is consistent with the terms of the
Plan Certificate."
6. The first clause of the first paragraph of Section II.B.5 is hereby
amended and restated to read as follows:
"The Custodian and Sponsor agree that a Planholder
who has owned his Plan for at least 45 days may
withdraw or liquidate part of the Fund Shares held in
his account without terminating his Plan, subject to
a Custodian Fee set forth in the Prospectus and to
the following:..."
4. Section II.B.5.c.(vi) of the Custodian Agreement is
hereby amended and restated to read in full as
follows:
"(v) The Planholder will be liable for any transfer
taxes that may be required."
5. The third paragraph of Section II.B.6 of the
Custodian Agreement is hereby amended and restated to
read in full as follows:
"The Sponsor reserves the right (upon 90 day's
notice) to discontinue offering Systematic Withdrawal
Programs."
6. The first clause of the first sentence of Section
II.B.7 of the Custodian Agreement is hereby
amended and restated to read as follows:
"The Custodian and the Sponsor agree that a
Planholder may, subject to transfer taxes, if any,
(a)..."
7. The first sentence of Section II.B.8.a is hereby amended and restated
to read in full as follows: "A Planholder may at any time terminate his
Plan in accordance with the
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provisions thereof and subject to a fee set forth in Schedule A, by
surrendering his Plan Certificate, if any, to the Custodian."
8. The first sentence of Section II.B.8.b is hereby amended and restated
to read in full as follows: "If a Planholder fails to make any
scheduled payment for one year after it becomes due under the Plan,
either the Sponsor or the Custodian may terminate the Plan on 60-days'
written notice, and the Custodian may charge the fee set forth in the
Prospectus."
9. The second paragraph of Section II.B.9 is hereby amended and restated
to read in full as follows: "After the expiration of fifteen (15) years
from the date of the Plan or, if the Planholder has activated the
Extended Investment Option, upon termination of the Plan at any time
after the expiration of fifteen (15) years but not exceeding
twenty-five (25) years, the Custodian receives an annual fee set forth
in Schedule A."
10. The first sentence of Section II.C.4 is hereby amended and restated to
read in full as follows: "The Custodian will provide notice to
Planholders of all Fund shareholder meetings, together with proxy
statements."
11. The first sentence of the second paragraph of Section II.C.4 is hereby
amended and restated to read in full as follows: "If the Planholder
desires to attend the Fund shareholder meeting and vote shares held in
his account in person, the Planholder must make written request to the
Custodian for a proxy which will permit the shares to be voted in
person."
12. Section II.D.1.g is hereby amended and restated to read in full as
follows: "Any and all duties of the Custodian enumerated in the
foregoing provisions of this subparagraph are hereby delegated to the
Sponsor until such time as the Custodian notifies the Sponsor that it
is terminating such delegation. The effect of such termination will be
that the Custodian will perform the foregoing duties."
13. The first sentence of Section II.E.1 is hereby amended and restated to
read in full as follows: "As remuneration for the services to be
performed by the Custodian under this Agreement, the Custodian shall
receive the fees, charges, and reimbursements for expenses as set forth
in the attached Schedule A, this Agreement and the Prospectus, and for
all other expenses incurred, whether or not otherwise enumerated, in
connection with the performance of its duties under this Agreement."
14. Section II.E.2 is hereby amended and restated to read in full as
follows: "No payment to the Sponsor, or to any affiliated person or
agent of the Sponsor, shall be allowed the Custodian as an expense
except for payment to the Sponsor of the expenses incurred by it in
connection with the duties delegated to it as described in the
immediately preceding paragraph."
15. Section III.A.4. of the Custodian Agreement is hereby amended and
restated to read in full as follows:
"4. Creation and Sales Charges and 12b-1 Payments.
The Sponsor receives a Creation and Sales Charge to
compensate it for its services and costs in creating
the Plans and arranging for their administration and
for making the Fund Shares available to Planholders
at net asset value. This charge is deducted from each
payment by a Planholder and is remitted by the
Custodian to the Sponsor and the dealer reallowance
portion of such charge is remitted by the Custodian
to dealers of record applicable to such purchase.
Rule 12b-1 payments are paid by the Fund to the
Sponsor who in turn will remit to the Custodian, as
its agent, amounts due to dealers of record. The
Custodian will keep records necessary to, and will
pay such amounts to, the appropriate dealer of
record."
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16. A new Schedule A to the Agreement is hereby added to the Agreement as
follows:
"SCHEDULE A
FEES SCHEDULE FOR
STATE STREET BANK AND TRUST COMPANY
FOR SERVICES AS PLAN CUSTODIAN
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The following fees and charges will be deducted from the Fund, Plans or
from Planholder accounts and paid to the Custodian in accordance with the terms
of the Prospectus.
General
Account Service fees are based on an annual per shareholder account
charge for account maintenance plus transaction and out-of-pocket expenses.
There is a minimum charge of $1,500 per month(1). Fees are billable on a monthly
basis at the rate of 1/12 of the annual fee. A charge is made for an account in
the month that an account opens or closes.
Annual Account Service Fees
Open Account - active $16.00/year(1)
Activity Based Fees
Telephone Calls $ 2.50/each(1)
Correspondence $ 3.00/each(1)
New Account and Setup Kits $ 2.50/each(1)
Planholder Fees
XXX Annual Maintenance $10.00/year
Bounced Checks $ 5.00/each
Transcripts $ 5.00/each year researched
Terminations $ 2.50/each
Inactive Accounts(2) $12.00/year
Out-of-Pocket Expenses(1)
Out-of-Pocket expenses include but are not limited to: Confirmation
statements, checks, postage, forms, telephone, microfilm, microfiche, year-end
forms and expenses incurred at the specific direction of the Sponsor.
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(1) These are fees that the Fund has voluntarily elected to pay to the Custodian
on behalf of the Plans.
(2) A Plan that is not current and to which no investments have been made for a
12-month period but does not include completed plans. This fee will be paid
annually to the Sponsor or its designee."
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All other terms and provisions of the Agreement not amended herein
shall remain in full force and effect.
Date: June 30, 2000
A I M DISTRIBUTORS, INC.
Attest: By:
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Assistant Secretary President
(SEAL)
STATE STREET BANK AND TRUST
COMPANY
Attest: By:
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Assistant Secretary
(SEAL)
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