MEMORANDUM OF AGREEMENT
                              (EXPENSE LIMITATIONS)

     This Memorandum of Agreement is entered into as of the Effective Date on
the attached exhibits (the "Exhibits"), between AIM Counselor Series Trust, AIM
Equity Funds, AIM Growth Series, AIM Investment Funds, AIM Investment Securities
Funds, AIM Sector Funds, AIM Tax-Exempt Funds, AIM Variable Insurance Funds and
Short-Term Investments Trust (each a "Trust" or, collectively, the "Trusts"), on
behalf of the funds listed on the Exhibits to this Memorandum of Agreement (the
"Funds"), and Invesco Aim Advisors, Inc. ("Invesco Aim"). Invesco Aim shall and
hereby agrees to waive fees or reimburse expenses of each Fund, on behalf of its
respective classes as applicable, severally and not jointly, as indicated in the
attached Exhibits.

     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 Invesco Aim agree as follows:

     For the Contractual Limits (listed in Exhibits A - D), the Trusts and
Invesco Aim agree until at least the expiration date set forth on the attached
Exhibits A - D (the "Expiration Date") that Invesco Aim will waive its fees or
reimburse expenses to the extent that expenses of a class of a Fund (excluding
(i) interest; (ii) taxes; (iii) dividend expense on short sales; (iv)
extraordinary items; (v) expenses related to a merger or reorganization, as
approved by the Funds' Boards of Trustees; (vi) expenses of the underlying funds
that are paid indirectly as a result of share ownership of the underlying funds;
and (vii) expenses that each Fund has incurred but did not actually pay because
of an expense offset arrangement, if applicable) exceed the rate, on an
annualized basis, set forth on the Exhibits of the average daily net assets
allocable to such class. Acquired fund fees and expenses are not fees or
expenses incurred by a fund directly but are expenses of the investment
companies in which a fund invests. These fees and expenses are incurred
indirectly through the valuation of a fund's investment in these investment
companies. Acquired fund fees and expenses are required to be disclosed and
included in the total annual fund operating expenses in the prospectus fee
table. As a result, the net total annual fund operating expenses shown in the
prospectus fee table may exceed the expense limits reflected in Exhibits A-D.
With regard to the Contractual Limits, the Board of Trustees of the Trust and
Invesco Aim may terminate or modify this Memorandum of Agreement prior to the
Expiration Date only by mutual written consent. Invesco Aim will not have any
right to reimbursement of any amount so waived or reimbursed.

     For the Contractual Limits, each of the Trusts and Invesco Aim agree to
review the then-current expense limitations for each class of each Fund listed
on the Exhibits on a date prior to the Expiration Date to determine whether such
limitations should be amended, continued or terminated. The expense limitations
will expire upon the Expiration Date unless the Trusts and Invesco Aim have
agreed to continue them. The Exhibits will be amended to reflect any such
agreement.

     For the Voluntary Limits (listed in Exhibits A - D), the Trusts and Invesco
Aim agree that these are not contractual in nature and that Invesco Aim may
establish, amend and/or terminate such expense limitations at any time in its
sole discretion after consultation with the Funds' Boards of Trustees. Any delay
or failure by Invesco Aim to update this Memorandum of Agreement with regards to
the terminations, extensions, or expirations of the Voluntary Limits shall have
no effect on the term of such Voluntary Limitations; the Voluntary Limitations
are listed herein for informational purposes only.

     It is expressly agreed that the obligations of each Trust hereunder shall
not be binding upon any of the Trustees, shareholders, nominees, officers,
agents or employees of the Trusts personally, but shall only bind the assets and
property of each Fund, as provided in each Trust's Agreement and Declaration of
Trust. The execution and delivery of this Memorandum of Agreement have been
authorized by the Trustees of the Trusts, and this Memorandum of Agreement has
been executed and delivered by an authorized officer of the Trusts 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 Funds, as provided in each Trust's
Agreement and Declaration of Trust.



     IN WITNESS WHEREOF, each of the Trusts and Invesco Aim have entered into
this Memorandum of Agreement as of the Effective Dates on the attached Exhibits.

                                        AIM COUNSELOR SERIES TRUST
                                        AIM EQUITY FUNDS
                                        AIM GROWTH SERIES
                                        AIM INVESTMENT FUNDS
                                        AIM INVESTMENT SECURITIES FUNDS
                                        AIM SECTOR FUNDS
                                        AIM TAX-EXEMPT FUNDS
                                        AIM VARIABLE INSURANCE FUNDS
                                        SHORT-TERM INVESTMENTS TRUST
                                        on behalf of the Funds listed in the
                                        Exhibits to this Memorandum of
                                        Agreement


                                        By: /s/ John M. Zerr
                                            ------------------------------------
                                        Title: Senior Vice President


                                        Invesco Aim Advisors, Inc.


                                        By: /s/ John M. Zerr
                                            ------------------------------------
                                        Title: Senior Vice President


                                        2



                                                              as of June 2, 2009

                          EXHIBIT "A" - RETAIL FUNDS(1)

FUNDS WITH FISCAL YEAR END OF MARCH 31

                                AIM SECTOR FUNDS



                                       CONTRACTUAL/     EXPENSE    EFFECTIVE DATE OF     EXPIRATION
FUND                                     VOLUNTARY    LIMITATION     CURRENT LIMIT          DATE
----                                   ------------   ----------  -----------------    -------------
                                                                           
AIM Technology Fund
   Class A Shares                       Contractual      1.55%        July 1, 2005     June 30, 2009
   Class B Shares                       Contractual      2.30%        July 1, 2005     June 30, 2009
   Class C Shares                       Contractual      2.30%        July 1, 2005     June 30, 2009
   Class Y Shares                       Contractual      1.30%      October 3, 2008    June 30, 2009
   Investor Class Shares                Contractual      1.55%        July 1, 2005     June 30, 2009
   Institutional Class Shares           Contractual      1.30%        July 1, 2005     June 30, 2009


                              AIM TAX-EXEMPT FUNDS



                                       CONTRACTUAL/     EXPENSE    EFFECTIVE DATE OF     EXPIRATION
FUND                                     VOLUNTARY    LIMITATION     CURRENT LIMIT          DATE
----                                   ------------   ----------  -----------------    -------------
                                                                           
AIM High Income Municipal Fund
   Class A Shares                        Voluntary       0.80%       March 4, 2009         N/A(2)
   Class B Shares                        Voluntary       1.55%       March 4, 2009         N/A(2)
   Class C Shares                        Voluntary       1.55%       March 4, 2009         N/A(2)
   Class Y Shares                        Voluntary       0.55%       March 4, 2009         N/A(2)
   Institutional Class Shares            Voluntary       0.55%       March 4, 2009         N/A(2)


FUNDS WITH FISCAL YEAR END OF JULY 31

                         AIM INVESTMENT SECURITIES FUNDS



                                       CONTRACTUAL/     EXPENSE    EFFECTIVE DATE OF     EXPIRATION
FUND                                     VOLUNTARY    LIMITATION     CURRENT LIMIT          DATE
----                                   ------------   ----------  -----------------    -------------
                                                                           
AIM Core Bond Fund
   Class A Shares                       Contractual    0.80%         March 4, 2009     June 30, 2010
   Class B Shares                       Contractual    1.55%         March 4, 2009     June 30, 2010
   Class C Shares                       Contractual    1.55%         March 4, 2009     June 30, 2010
   Class R Shares                       Contractual    1.05%         March 4, 2009     June 30, 2010
   Class Y Shares                       Contractual    0.55%         March 4, 2009     June 30, 2010
   Institutional Class Shares           Contractual    0.55%         March 4, 2009     June 30, 2010
AIM High Yield Fund
   Class A Shares                       Contractual    0.99%         March 4, 2009     June 30, 2010
   Class B Shares                       Contractual    1.74%         March 4, 2009     June 30, 2010
   Class C Shares                       Contractual    1.74%         March 4, 2009     June 30, 2010
   Class Y Shares                       Contractual    0.74%         March 4, 2009     June 30, 2010
   Investor Class Shares                Contractual    0.99%         March 4, 2009     June 30, 2010
   Institutional Class Shares           Contractual    0.74%         March 4, 2009     June 30, 2010
AIM Municipal Bond Fund
   Class A Shares                       Contractual    0.57%         March 4, 2009     June 30, 2010
   Class B Shares                       Contractual    1.32%         March 4, 2009     June 30, 2010
   Class C Shares                       Contractual    1.32%         March 4, 2009     June 30, 2010
   Class Y Shares                       Contractual    0.32%         March 4, 2009     June 30, 2010
   Investor Class Shares                Contractual    0.57%         March 4, 2009     June 30, 2010
AIM Short Term Bond Fund
   Class A Shares                       Contractual    0.66%         March 4, 2009     June 30, 2010
   Class C Shares                       Contractual    0.91%(3)      March 4, 2009     June 30, 2010
   Class R Shares                       Contractual    0.91%         March 4, 2009     June 30, 2010
   Class Y Shares                       Contractual    0.41%         March 4, 2009     June 30, 2010
   Institutional Class Shares           Contractual    0.41%         March 4, 2009     June 30, 2010


See page 6 for footnotes to Exhibit A.


                                        3



                                                              as of June 2, 2009

FUNDS WITH FISCAL YEAR END OF AUGUST 31

                           AIM COUNSELOR SERIES TRUST



                                       CONTRACTUAL/     EXPENSE    EFFECTIVE DATE OF     EXPIRATION
FUND                                     VOLUNTARY    LIMITATION     CURRENT LIMIT          DATE
----                                   ------------   ----------  -----------------    -------------
                                                                           
AIM Core Plus Bond Fund
   Class A Shares                       Contractual      0.90%        June 2, 2009     June 30, 2010
   Class B Shares                       Contractual      1.65%        June 2, 2009     June 30, 2010
   Class C Shares                       Contractual      1.65%        June 2, 2009     June 30, 2010
   Class R Shares                       Contractual      1.15%        June 2, 2009     June 30, 2010
   Class Y Shares                       Contractual      0.65%        June 2, 2009     June 30, 2010
   Institutional Class Shares           Contractual      0.65%        June 2, 2009     June 30, 2010
AIM Floating Rate Fund
   Class A Shares                       Contractual      1.50%       April 14, 2006    June 30, 2009
   Class C Shares                       Contractual      2.00%       April 14, 2006    June 30, 2009
   Class R Shares                       Contractual      1.75%       April 14, 2006    June 30, 2009
   Class Y Shares                       Contractual      1.25%      October 3, 2008    June 30, 2009
   Institutional Class Shares           Contractual      1.25%       April 14, 2006    June 30, 2009
AIM Structured Core Fund
   Class A Shares                       Contractual      0.60%       April 28, 2008    June 30, 2009
   Class B Shares                       Contractual      1.35%       April 28, 2008    June 30, 2009
   Class C Shares                       Contractual      1.35%       April 28, 2008    June 30, 2009
   Class R Shares                       Contractual      0.85%       April 28, 2008    June 30, 2009
   Class Y Shares                       Contractual      0.35%      October 3, 2008    June 30, 2009
   Investor Class Shares                Contractual      0.60        April 28, 2008    June 30, 2009
   Institutional Class Shares           Contractual      0.35%       April 28, 2008    June 30, 2009
AIM Structured Growth Fund
   Class A Shares                       Contractual      1.00%       March 31, 2006    June 30, 2009
   Class B Shares                       Contractual      1.75%       March 31, 2006    June 30, 2009
   Class C Shares                       Contractual      1.75%       March 31, 2006    June 30, 2009
   Class R Shares                       Contractual      1.25%       March 31, 2006    June 30, 2009
   Class Y Shares                       Contractual      0.75%      October 3, 2008    June 30, 2009
   Institutional Class Shares           Contractual      0.75%       March 31, 2006    June 30, 2009
AIM Structured Value Fund
   Class A Shares                       Contractual      1.00%       March 31, 2006    June 30, 2009
   Class B Shares                       Contractual      1.75%       March 31, 2006    June 30, 2009
   Class C Shares                       Contractual      1.75%       March 31, 2006    June 30, 2009
   Class R Shares                       Contractual      1.25%       March 31, 2006    June 30, 2009
   Class Y Shares                       Contractual      0.75%      October 3, 2008    June 30, 2009
   Institutional Class Shares           Contractual      0.75%       March 31, 2006    June 30, 2009


FUNDS WITH FISCAL YEAR END OF OCTOBER 31

                                AIM EQUITY FUNDS



                                       CONTRACTUAL/     EXPENSE    EFFECTIVE DATE OF     EXPIRATION
FUND                                     VOLUNTARY    LIMITATION     CURRENT LIMIT          DATE
----                                   ------------   ----------  -----------------    -------------
                                                                           
AIM Large Cap Basic Value Fund
   Class A Shares                       Contractual      1.22%        July 1, 2005     June 30, 2009
   Class B Shares                       Contractual      1.97%        July 1, 2005     June 30, 2009
   Class C Shares                       Contractual      1.97%        July 1, 2005     June 30, 2009
   Class R Shares                       Contractual      1.47%        July 1, 2005     June 30, 2009
   Class Y Shares                       Contractual      0.97%      October 3, 2008    June 30, 2009
   Investor Class Shares                Contractual      1.22%        July 1, 2005     June 30, 2009
   Institutional Class Shares           Contractual      0.97%        July 1, 2005     June 30, 2009



                                        4



                                                              as of June 2, 2009



                                       CONTRACTUAL/     EXPENSE    EFFECTIVE DATE OF     EXPIRATION
FUND                                     VOLUNTARY    LIMITATION     CURRENT LIMIT          DATE
----                                   ------------   ----------  -----------------    -------------
                                                                           
AIM Large Cap Growth Fund
   Class A Shares                       Contractual      1.32%        July 1, 2005     June 30, 2009
   Class B Shares                       Contractual      2.07%        July 1, 2005     June 30, 2009
   Class C Shares                       Contractual      2.07%        July 1, 2005     June 30, 2009
   Class R Shares                       Contractual      1.57%        July 1, 2005     June 30, 2009
   Class Y Shares                       Contractual      1.07%      October 3, 2008    June 30, 2009
   Investor Class Shares                Contractual      1.32%        July 1, 2005     June 30, 2009
   Institutional Class Shares           Contractual      1.07%        July 1, 2005     June 30, 2009


                              AIM INVESTMENT FUNDS



                                       CONTRACTUAL/     EXPENSE    EFFECTIVE DATE OF     EXPIRATION
FUND                                     VOLUNTARY    LIMITATION     CURRENT LIMIT          DATE
----                                   ------------   ----------  -----------------    -------------
                                                                           
AIM Balanced-Risk Allocation Fund(4)
   Class A Shares                       Contractual    1.24%          May 29, 2009     June 30, 2010
   Class B Shares                       Contractual    1.99%          May 29, 2009     June 30, 2010
   Class C Shares                       Contractual    1.99%          May 29, 2009     June 30, 2010
   Class R Shares                       Contractual    1.49%          May 29, 2009     June 30, 2010
   Class Y Shares                       Contractual    0.99%          May 29, 2009     June 30, 2010
   Institutional Class Shares           Contractual    0.99%          May 29, 2009     June 30, 2010
AIM China Fund
   Class A Shares                       Contractual    2.05%         March 31, 2006    June 30, 2009
   Class B Shares                       Contractual    2.80%         March 31, 2006    June 30, 2009
   Class C Shares                       Contractual    2.80%         March 31, 2006    June 30, 2009
   Class Y Shares                       Contractual    1.80%        October 3, 2008    June 30, 2009
   Institutional Class Shares           Contractual    1.80%         March 31, 2006    June 30, 2009
AIM Developing Markets Fund
   Class A Shares                       Contractual    1.75%          July 1, 2005     June 30, 2009
   Class B Shares                       Contractual    2.50%          July 1, 2002     June 30, 2009
   Class C Shares                       Contractual    2.50%          July 1, 2002     June 30, 2009
   Class Y Shares                       Contractual    1.50%        October 3, 2008    June 30, 2009
   Institutional Class Shares           Contractual    1.50%        October 25, 2005   June 30, 2009
AIM International Total Return Fund
   Class A Shares                       Contractual    1.10%         March 31, 2006    June 30, 2009
   Class B Shares                       Contractual    1.85%         March 31, 2006    June 30, 2009
   Class C Shares                       Contractual    1.85%         March 31, 2006    June 30, 2009
   Class Y Shares                       Contractual    0.85%        October 3, 2008    June 30, 2009
   Institutional Class Shares           Contractual    0.85%         March 31, 2006    June 30, 2009
AIM Japan Fund
   Class A Shares                       Contractual    1.70%         March 31, 2006    June 30, 2009
   Class B Shares                       Contractual    2.45%         March 31, 2006    June 30, 2009
   Class C Shares                       Contractual    2.45%         March 31, 2006    June 30, 2009
   Class Y Shares                       Contractual    1.45%        October 3, 2008    June 30, 2009
   Institutional Class Shares           Contractual    1.45%         March 31, 2006    June 30, 2009
AIM LIBOR Alpha Fund
   Class A Shares                       Contractual    0.85%         March 31, 2006    June 30, 2009
   Class C Shares                       Contractual    1.10%(3)      March 31, 2006    June 30, 2009
   Class R Shares                       Contractual    1.10%         March 31, 2006    June 30, 2009
   Class Y Shares                       Contractual    0.60%        October 3, 2008    June 30, 2009
   Institutional Class Shares           Contractual    0.60%         March 31, 2006    June 30, 2009


See page 6 for footnotes to Exhibit A.


                                        5



                                                              as of June 2, 2009



                                       CONTRACTUAL/     EXPENSE    EFFECTIVE DATE OF     EXPIRATION
FUND                                     VOLUNTARY    LIMITATION     CURRENT LIMIT          DATE
----                                   ------------   ----------  -----------------    -------------
                                                                           
AIM Trimark Fund
   Class A Shares                       Contractual      2.15%        July 1, 2005     June 30, 2009
   Class B Shares                       Contractual      2.90%      November 1, 2004   June 30, 2009
   Class C Shares                       Contractual      2.90%      November 1, 2004   June 30, 2009
   Class R Shares                       Contractual      2.40%      November 1, 2004   June 30, 2009
   Class Y Shares                       Contractual      1.90%      October 3, 2008    June 30, 2009
   Institutional Class Shares           Contractual      1.90%      November 1, 2004   June 30, 2009


(1)  The total operating expenses of any class of shares established after the
     date of this Memorandum of Agreement will be limited to the amount
     established for Class A Shares plus the difference between the new class
     12b-1 rate and the Class A 12b-1 rate.

(2)  AIM may establish, amend or terminate voluntary waivers at any time in its
     sole discretion after consultation with the Trust.

(3)  The expense limit shown is the expense limit after Rule 12b-1 fee waivers
     by Invesco Aim Distributors, Inc.

(4)  Includes waived fees or reimburse expenses that Invesco Aim receives from
     Invesco Aim Cayman Commodity Fund I, Ltd.


                                        6



                                                              as of June 2, 2009

                     EXHIBIT "B" - ASSET ALLOCATION FUNDS(1)

AIM GROWTH SERIES



                                       CONTRACTUAL/             EXPENSE            EFFECTIVE DATE OF     EXPIRATION
FUND                                    VOLUNTARY            LIMITATION(2)           CURRENT LIMIT          DATE
----                                   ------------   --------------------------   -----------------   -------------
                                                                                           
AIM Conservative Allocation Fund
   Class A Shares                       Contractual   Limit Other Expenses to       January 1, 2006    June 30, 2009
                                                      0.23% of average daily net
                                                      assets
   Class B Shares                       Contractual   Limit Other Expenses to       January 1, 2006    June 30, 2009
                                                      0.23% of average daily net
                                                      assets
   Class C Shares                       Contractual   Limit Other Expenses to       January 1, 2006    June 30, 2009
                                                      0.23% of average daily net
                                                      assets
   Class R Shares                       Contractual   Limit Other Expenses to       January 1, 2006    June 30, 2009
                                                      0.23% of average daily net
                                                      assets
   Class Y Shares                       Contractual   Limit Other Expenses to       October 3, 2008    June 30, 2009
                                                      0.23% of average daily net
                                                      assets
   Institutional Class Shares           Contractual   Limit Other Expenses to       January 1, 2006    June 30, 2009
                                                      0.23% of average daily net
                                                      assets
AIM Growth Allocation Fund
   Class A Shares                       Contractual   Limit Other Expenses to       January 1, 2006    June 30, 2009
                                                      0.21% of average daily net
                                                      assets
   Class B Shares                       Contractual   Limit Other Expenses to       January 1, 2006    June 30, 2009
                                                      0.21% of average daily net
                                                      assets
   Class C Shares                       Contractual   Limit Other Expenses to       January 1, 2006    June 30, 2009
                                                      0.21% of average daily net
                                                      assets
   Class R Shares                       Contractual   Limit Other Expenses to       January 1, 2006    June 30, 2009
                                                      0.21% of average daily net
                                                      assets
   Class Y Shares                       Contractual   Limit Other Expenses to       October 3, 2008    June 30, 2009
                                                      0.21% of average daily net
                                                      assets
   Institutional Class Shares           Contractual   Limit Other Expenses to       January 1, 2006    June 30, 2009
                                                      0.21% of average daily net
                                                      assets
AIM Income Allocation Fund
   Class A Shares                       Contractual   Limit Other Expenses to       January 1, 2006    June 30, 2009
                                                      0.03% of average daily net
                                                      assets
   Class B Shares                       Contractual   Limit Other Expenses to       January 1, 2006    June 30, 2009
                                                      0.03% of average daily net
                                                      assets
   Class C Shares                       Contractual   Limit Other Expenses to       January 1, 2006    June 30, 2009
                                                      0.03% of average daily net
                                                      assets
   Class R Shares                       Contractual   Limit Other Expenses to       January 1, 2006    June 30, 2009
                                                      0.03% of average daily net
                                                      assets
   Class Y Shares                       Contractual   Limit Other Expenses to       October 3, 2008    June 30, 2009
                                                      0.03% of average daily net
                                                      assets
   Institutional Class Shares           Contractual   Limit Other Expenses to       January 1, 2006    June 30, 2009
                                                      0.03% of average daily net
                                                      assets


See page 11 for footnotes to Exhibit B.


                                        7



                                                              as of June 2, 2009



                                       CONTRACTUAL/             EXPENSE            EFFECTIVE DATE OF     EXPIRATION
FUND                                    VOLUNTARY            LIMITATION(2)           CURRENT LIMIT          DATE
----                                   ------------   --------------------------   -----------------   -------------
                                                                                           
AIM Independence Now Fund
   Class A Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.02% of average daily net
                                                      assets
   Class B Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.02% of average daily net
                                                      assets
   Class C Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.02% of average daily net
                                                      assets
   Class R Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.02% of average daily net
                                                      assets
   Class Y Shares                       Contractual   Limit Other Expenses to       October 3, 2008    June 30, 2009
                                                      0.02% of average daily net
                                                      assets
   Institutional Class Shares           Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.02% of average daily net
                                                      assets
AIM Independence 2010 Fund
   Class A Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.04% of average daily net
                                                      assets
   Class B Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.04% of average daily net
                                                      assets
   Class C Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.04% of average daily net
                                                      assets
   Class R Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.04% of average daily net
                                                      assets
   Class Y Shares                       Contractual   Limit Other Expenses to       October 3, 2008    June 30, 2009
                                                      0.04% of average daily net
                                                      assets
   Institutional Class Shares           Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.04% of average daily net
                                                      assets
AIM Independence 2020 Fund
   Class A Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.07% of average daily net
                                                      assets
   Class B Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.07% of average daily net
                                                      assets
   Class C Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.07% of average daily net
                                                      assets
   Class R Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.07% of average daily net
                                                      assets
   Class Y Shares                       Contractual   Limit Other Expenses to       October 3, 2008    June 30, 2009
                                                      0.07% of average daily net
                                                      assets
   Institutional Class Shares           Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.07% of average daily net
                                                      assets


See page 11 for footnotes to Exhibit B.


                                        8



                                                              as of June 2, 2009



                                       CONTRACTUAL/             EXPENSE            EFFECTIVE DATE OF     EXPIRATION
FUND                                    VOLUNTARY            LIMITATION(2)           CURRENT LIMIT          DATE
----                                   ------------   --------------------------   -----------------   -------------
                                                                                           
AIM Independence 2030 Fund
   Class A Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.10% of average daily net
                                                      assets
   Class B Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.10% of average daily net
                                                      assets
   Class C Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.10% of average daily net
                                                      assets
   Class R Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.10% of average daily net
                                                      assets
   Class Y Shares                       Contractual   Limit Other Expenses to       October 3, 2008    June 30, 2009
                                                      0.10% of average daily net
                                                      assets
   Institutional Class Shares           Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.10% of average daily net
                                                      assets
AIM Independence 2040 Fund
   Class A Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.09% of average daily net
                                                      assets
   Class B Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.09% of average daily net
                                                      assets
   Class C Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.09% of average daily net
                                                      assets
   Class R Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.09% of average daily net
                                                      assets
   Class Y Shares                       Contractual   Limit Other Expenses to       October 3, 2008    June 30, 2009
                                                      0.09% of average daily net
                                                      assets
   Institutional Class Shares           Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.09% of average daily net
                                                      assets
AIM Independence 2050 Fund
   Class A Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.08% of average daily net
                                                      assets
   Class B Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.08% of average daily net
                                                      assets
   Class C Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.08% of average daily net
                                                      assets
   Class R Shares                       Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.08% of average daily net
                                                      assets
   Class Y Shares                       Contractual   Limit Other Expenses to       October 3, 2008    June 30, 2009
                                                      0.08% of average daily net
                                                      assets
   Institutional Class Shares           Contractual   Limit Other Expenses to         May 1, 2008      June 30, 2009
                                                      0.08% of average daily net
                                                      assets


See page 11 for footnotes to Exhibit B.


                                        9



                                                              as of June 2, 2009



                                       CONTRACTUAL/             EXPENSE            EFFECTIVE DATE OF     EXPIRATION
FUND                                    VOLUNTARY            LIMITATION(2)           CURRENT LIMIT          DATE
----                                   ------------   --------------------------   -----------------   -------------
                                                                                           
AIM International Allocation Fund
   Class A Shares                       Contractual   Limit Other Expenses to       October 31, 2005   June 30, 2009
                                                      0.18% of average daily net
                                                      assets
   Class B Shares                       Contractual   Limit Other Expenses to       October 31, 2005   June 30, 2009
                                                      0.18% of average daily net
                                                      assets
   Class C Shares                       Contractual   Limit Other Expenses to       October 31, 2005   June 30, 2009
                                                      0.18% of average daily net
                                                      assets
   Class R Shares                       Contractual   Limit Other Expenses to       October 31, 2005   June 30, 2009
                                                      0.18% of average daily net
                                                      assets
   Class Y Shares                       Contractual   Limit Other Expenses to       October 3, 2008    June 30, 2009
                                                      0.18% of average daily net
                                                      assets
   Institutional Class Shares           Contractual   Limit Other Expenses to       October 31, 2005   June 30, 2009
                                                      0.18% of average daily net
                                                      assets
AIM Moderate Allocation Fund
   Class A Shares                       Contractual   Limit Other Expenses to       January 1, 2006    June 30, 2009
                                                      0.12% of average daily net
                                                      assets
   Class B Shares                       Contractual   Limit Other Expenses to       January 1, 2006    June 30, 2009
                                                      0.12% of average daily net
                                                      assets
   Class C Shares                       Contractual   Limit Other Expenses to       January 1, 2006    June 30, 2009
                                                      0.12% of average daily net
                                                      assets
   Class R Shares                       Contractual   Limit Other Expenses to       January 1, 2006    June 30, 2009
                                                      0.12% of average daily net
                                                      assets
   Class Y Shares                       Contractual   Limit Other Expenses to       October 3, 2008    June 30, 2009
                                                      0.12% of average daily net
                                                      assets
   Institutional Class Shares           Contractual   Limit Other Expenses to       January 1, 2006    June 30, 2009
                                                      0.12% of average daily net
                                                      assets
AIM Moderate Growth Allocation Fund
   Class A Shares                       Contractual   Limit Other Expenses to        April 29, 2005    June 30, 2009
                                                      0.12% of average daily net
   Class B Shares                                     assets
                                        Contractual   Limit Other Expenses to        April 29, 2005    June 30, 2009
                                                      0.12% of average daily net
   Class C Shares                                     assets
                                        Contractual   Limit Other Expenses to        April 29, 2005    June 30, 2009
                                                      0.12% of average daily net
   Class R Shares                                     assets
                                        Contractual   Limit Other Expenses to        April 29, 2005    June 30, 2009
                                                      0.12% of average daily net
   Class Y Shares                                     assets
                                        Contractual   Limit Other Expenses to       October 3, 2008    June 30, 2009
                                                      0.12% of average daily net
   Institutional Class Shares                         assets
                                        Contractual   Limit Other Expenses to        April 29, 2005    June 30, 2009
                                                      0.12% of average daily net
                                                      assets


See page 11 for footnotes to Exhibit B.


                                       10



                                                              as of June 2, 2009



                                       CONTRACTUAL/             EXPENSE            EFFECTIVE DATE OF     EXPIRATION
FUND                                    VOLUNTARY            LIMITATION(2)           CURRENT LIMIT          DATE
----                                   ------------   --------------------------   -----------------   -------------
                                                                                           
AIM Moderately Conservative
Allocation Fund
   Class A Shares                       Contractual   Limit Other Expenses to        April 29, 2005    June 30, 2009
                                                      0.14% of average daily net
                                                      assets
   Class B Shares                       Contractual   Limit Other Expenses to        April 29, 2005    June 30, 2009
                                                      0.14% of average daily net
                                                      assets
   Class C Shares                       Contractual   Limit Other Expenses to        April 29, 2005    June 30, 2009
                                                      0.14% of average daily net
                                                      assets
   Class R Shares                       Contractual   Limit Other Expenses to        April 29, 2005    June 30, 2009
                                                      0.14% of average daily net
                                                      assets
   Class Y Shares                       Contractual   Limit Other Expenses to       October 3, 2008    June 30, 2009
                                                      0.14% of average daily net
                                                      assets
   Institutional Class Shares           Contractual   Limit Other Expenses to        April 29, 2005    June 30, 2009
                                                      0.14% of average daily net
                                                      assets


(1)  Other Expenses of any class of shares established after the date of this
     Memorandum of Agreement will be limited to the same amount established for
     Class A shares.

(2)  Other Expenses are defined as all normal operating expenses of the fund,
     excluding management fees and 12b-1 expenses, if any. The expense
     limitation is subject to the exclusions as listed in the Memorandum of
     Agreement.


                                       11



                                                              as of June 2, 2009

               EXHIBIT "C" - INSTITUTIONAL MONEY MARKET FUNDS(1,2)

FUNDS WITH FISCAL YEAR END OF AUGUST 31

                          SHORT-TERM INVESTMENTS TRUST



                                       CONTRACTUAL/     EXPENSE    EFFECTIVE DATE OF     EXPIRATION
FUND                                    VOLUNTARY     LIMITATION     CURRENT LIMIT          DATE
----                                   ------------   ----------   -----------------   -------------
                                                                           
Government & Agency Portfolio
   Cash Management Class                Contractual      0.12%       June 30, 2005     June 30, 2009
   Corporate Class                      Contractual      0.12%       June 30, 2005     June 30, 2009
   Institutional Class                  Contractual      0.12%       June 30, 2005     June 30, 2009
   Personal Investment Class            Contractual      0.12%       June 30, 2005     June 30, 2009
   Private Investment Class             Contractual      0.12%       June 30, 2005     June 30, 2009
   Reserve Class                        Contractual      0.12%       June 30, 2005     June 30, 2009
   Resource Class                       Contractual      0.12%       June 30, 2005     June 30, 2009
Government TaxAdvantage Portfolio
   Cash Management Class                Contractual      0.12%       June 30, 2005     June 30, 2009
   Corporate Class                      Contractual      0.12%       June 30, 2005     June 30, 2009
   Institutional Class                  Contractual      0.12%       June 30, 2005     June 30, 2009
   Personal Investment Class            Contractual      0.12%       June 30, 2005     June 30, 2009
   Private Investment Class             Contractual      0.12%       June 30, 2005     June 30, 2009
   Reserve Class                        Contractual      0.12%       June 30, 2005     June 30, 2009
   Resource Class                       Contractual      0.12%       June 30, 2005     June 30, 2009
Liquid Assets Portfolio
   Cash Management Class                Contractual      0.12%       June 30, 2005     June 30, 2009
   Corporate Class                      Contractual      0.12%       June 30, 2005     June 30, 2009
   Institutional Class                  Contractual      0.12%       June 30, 2005     June 30, 2009
   Personal Investment Class            Contractual      0.12%       June 30, 2005     June 30, 2009
   Private Investment Class             Contractual      0.12%       June 30, 2005     June 30, 2009
   Reserve Class                        Contractual      0.12%       June 30, 2005     June 30, 2009
   Resource Class                       Contractual      0.12%       June 30, 2005     June 30, 2009
STIC Prime Portfolio
   Cash Management Class                Contractual      0.12%       June 30, 2005     June 30, 2009
   Corporate Class                      Contractual      0.12%       June 30, 2005     June 30, 2009
   Institutional Class                  Contractual      0.12%       June 30, 2005     June 30, 2009
   Personal Investment Class            Contractual      0.12%       June 30, 2005     June 30, 2009
   Private Investment Class             Contractual      0.12%       June 30, 2005     June 30, 2009
   Reserve Class                        Contractual      0.12%       June 30, 2005     June 30, 2009
   Resource Class                       Contractual      0.12%       June 30, 2005     June 30, 2009
Tax-Free Cash Reserve Portfolio(3)
   Cash Management Class                Contractual      0.22%       April 30, 2008    June 30, 2009
   Corporate Class                      Contractual      0.22%       April 30, 2008    June 30, 2009
   Institutional Class                  Contractual      0.22%       April 30, 2008    June 30, 2009
   Personal Investment Class            Contractual      0.22%       April 30, 2008    June 30, 2009
   Private Investment Class             Contractual      0.22%       April 30, 2008    June 30, 2009
   Reserve Class                        Contractual      0.22%       April 30, 2008    June 30, 2009
   Resource Class                       Contractual      0.22%       April 30, 2008    June 30, 2009


See page 13 for footnotes to Exhibit C.


                                       12



                                                              as of June 2, 2009



                                       CONTRACTUAL/     EXPENSE    EFFECTIVE DATE OF     EXPIRATION
FUND                                    VOLUNTARY     LIMITATION     CURRENT LIMIT          DATE
----                                   ------------   ----------   -----------------   -------------
                                                                           
Treasury Portfolio
   Cash Management Class                Contractual     0.12%        June 30, 2005     June 30, 2009
   Corporate Class                      Contractual     0.12%        June 30, 2005     June 30, 2009
   Institutional Class                  Contractual     0.12%        June 30, 2005     June 30, 2009
   Personal Investment Class            Contractual     0.12%        June 30, 2005     June 30, 2009
   Private Investment Class             Contractual     0.12%        June 30, 2005     June 30, 2009
   Reserve Class                        Contractual     0.12%        June 30, 2005     June 30, 2009
   Resource Class                       Contractual     0.12%        June 30, 2005     June 30, 2009


(1)  The expense limit shown excludes Rule 12b-1 fees.

(2)  The expense rate excluding 12b-1 fees of any class of shares established
     after the date of this Memorandum of Agreement will be the same as existing
     classes.

(3)  The expense limitation also excludes Trustees' fees and federal
     registration expenses. As of the date of this agreement, the fiscal year
     end of Tax-Free Cash Reserve Portfolio is 3/31. Effective April 30, 2008,
     Tax-Free Cash Reserve Portfolio was reorganized as a portfolio of Tax-Free
     Investments Trust ("TFIT") to Short-Term Investments Trust following
     shareholder approval at a meeting held on February 29, 2008. The Board of
     Trustees of TFIT previously approved this expense limitation at a meeting
     on June 26-27, 2007 to be effective until at least June 30, 2008. As a
     portfolio of TFIT, this limitation has been in effect since June 30, 2005.


                                       13



                                                              as of June 2, 2009

                     EXHIBIT "D" - VARIABLE INSURANCE FUNDS

AIM VARIABLE INSURANCE FUNDS



                                       CONTRACTUAL/     EXPENSE     EFFECTIVE DATE OF     EXPIRATION
FUND                                     VOLUNTARY    LIMITATION      CURRENT LIMIT          DATE
----                                   ------------   ----------   ------------------   --------------
                                                                            
AIM V.I. Basic Balanced Fund
   Series I Shares                      Contractual     0.91%         July 1, 2005      April 30, 2010
   Series II Shares                     Contractual     1.16%         July 1, 2005      April 30, 2010
AIM V.I. Basic Value Fund
   Series I Shares                      Contractual     1.30%        January 1, 2005    April 30, 2010
   Series II Shares                     Contractual     1.45%        January 1, 2005    April 30, 2010
AIM V.I. Capital Appreciation Fund
   Series I Shares                      Contractual     1.30%        January 1, 2005    April 30, 2010
   Series II Shares                     Contractual     1.45%        January 1, 2005    April 30, 2010
AIM V.I. Capital Development Fund
   Series I Shares                      Contractual     1.30%        January 1, 2005    April 30, 2010
   Series II Shares                     Contractual     1.45%        January 1, 2005    April 30, 2010
AIM V.I. Core Equity Fund
   Series I Shares                      Contractual     1.30%        January 1, 2005    April 30, 2010
   Series II Shares                     Contractual     1.45%        January 1, 2005    April 30, 2010
AIM V.I. Diversified Income Fund
   Series I Shares                      Contractual     0.75%         July 1, 2005      April 30, 2010
   Series II Shares                     Contractual     1.00%         July 1, 2005      April 30, 2010
AIM V.I. Dynamics Fund
   Series I Shares                      Contractual     1.30%        April 30, 2004     April 30, 2010
   Series II Shares                     Contractual     1.45%        April 30, 2004     April 30, 2010
AIM V.I. Financial Services Fund
   Series I Shares                      Contractual     1.30%        April 30, 2004     April 30, 2010
   Series II Shares                     Contractual     1.45%        April 30, 2004     April 30, 2010
AIM V.I. Global Health Care Fund
   Series I Shares                      Contractual     1.30%        April 30, 2004     April 30, 2010
   Series II Shares                     Contractual     1.45%        April 30, 2004     April 30, 2010
AIM V.I. Global Real Estate Fund
   Series I Shares                      Contractual     1.30%        April 30, 2004     April 30, 2010
   Series II Shares                     Contractual     1.45%        April 30, 2004     April 30, 2010
AIM V.I. Government Securities Fund
   Series I Shares                      Contractual     0.73%         July 1, 2005      April 30, 2010
   Series II Shares                     Contractual     0.98%         July 1, 2005      April 30, 2010



                                       14



                                                              as of June 2, 2009



                                       CONTRACTUAL/     EXPENSE     EFFECTIVE DATE OF     EXPIRATION
FUND                                     VOLUNTARY    LIMITATION      CURRENT LIMIT          DATE
----                                   ------------   ----------   ------------------   --------------
                                                                            
AIM V.I. High Yield Fund
   Series II Shares                     Contractual     0.95%         July 1, 2005      April 30, 2010
   Series II Shares                     Contractual     1.20%        April 30, 2004     April 30, 2010
AIM V.I. International Growth Fund
   Series I Shares                      Contractual     1.30%        January 1, 2005    April 30, 2010
   Series II Shares                     Contractual     1.45%        January 1, 2005    April 30, 2010
AIM V.I. Large Cap Growth Fund
   Series I Shares                      Contractual     1.01%         July 1, 2005      April 30, 2010
   Series II Shares                     Contractual     1.26%         July 1, 2005      April 30, 2010
AIM V.I. Leisure Fund
   Series I Shares                      Contractual     1.01%        April 30, 2004     April 30, 2010
   Series II Shares                     Contractual     1.26%        April 30, 2004     April 30, 2010
AIM V.I. Mid Cap Core Equity Fund
   Series I Shares                      Contractual     1.30%      September 10, 2001   April 30, 2010
   Series II Shares                     Contractual     1.45%      September 10, 2001   April 30, 2010
AIM V.I. Money Market Fund
   Series I Shares                      Contractual     1.30%        January 1, 2005    April 30, 2010
   Series II Shares                     Contractual     1.45%        January 1, 2005    April 30, 2010
AIM V.I. PowerShares ETF Allocation
Fund
   Series I Shares                      Contractual     0.18%       October 22, 2008    April 30, 2010
   Series II Shares                     Contractual     0.43%       October 22, 2008    April 30, 2010
AIM V.I. Small Cap Equity Fund
   Series I Shares                      Contractual     1.15%         July 1, 2005      April 30, 2010
   Series II Shares                     Contractual     1.40%         July 1, 2005      April 30, 2010
AIM V.I. Technology Fund
   Series I Shares                      Contractual     1.30%        April 30, 2004     April 30, 2010
   Series II Shares                     Contractual     1.45%        April 30, 2004     April 30, 2010
AIM V.I. Utilities Fund
   Series I Shares                      Contractual     0.93%      September 23, 2005   April 30, 2010
   Series II Shares                     Contractual     1.18%      September 23, 2005   April 30, 2010



                                       15