Common use of APPOINTMENT OF UNDERWRITER and OBLIGATIONS Clause in Contracts

APPOINTMENT OF UNDERWRITER and OBLIGATIONS. The Company hereby appoints W&R, and W&R agrees to act, as the Company's principal underwriter under the terms and provisions of this Agreement. A. Company agrees 1) to use its best efforts to register from time to time under the Securities Act of 1933 (the "Securities Act") adequate amounts of its shares for sale by W&R to the public and to qualify or to permit W&R to qualify such shares for offering to the public in such states as may from time to time be agreed upon; 2) to immediately advise W&R (i) when any post-effective amendment to its registration statement or any further amendment or supplement thereto or any further registration statement or amendment or supplement thereto becomes effective, (ii) of any request by the SEC for amendments to the registration statement(s) or any then effective prospectus or for additional information, (iii) of the issuance by the SEC of any stop-order suspending the effectiveness of the registration statement or the initiation of any proceedings for that purpose, and (iv) of the happening of any event which makes untrue any material statement made in the registration statement or any then effective prospectus or which, in the opinion of counsel for the Company, requires the making of a change in the registration statement or any then effective prospectus in order to make the statements therein not misleading; in case of the happening at any time of any event which materially affects the Company or its securities and which should be set forth in a supplement to or an amendment of any then effective prospectus in order to make the statements therein not misleading, to prepare and furnish to W&R such amendment or amendments to that prospectus as will correct the prospectus so that as corrected it will not contain, or such supplement or supplements to that prospectus which when read in conjunction with that prospectus will make the combined information not contain any untrue statement of a material fact or any omission to state any material fact necessary in order to make the statements in that prospectus not misleading; if any time the SEC shall issue any stop-order suspending the effectiveness of the registration statement, to make every reasonable effort to obtain the prompt lifting of such order; and, before filing any amendment to the registration statement or to any then effective prospectus, to furnish W&R with a copy of the proposed amendment; 3) to advise W&R of the net asset value of the shares of each of its Funds and Classes, as applicable, as often as computed and to furnish to W&R as soon as practical such information as may be reasonably requested by W&R in order that it may know all of the facts necessary to sell shares of the Company; 4) to make delivery of its shares subject to the provisions of its Articles of Incorporation and Bylaws to W&R as ordered by W&R as soon as reasonably possible after receipt of the orders and against payment of the consideration to be received by the Company therefor from W&R; 5) to pay or cause to be paid all expenses incident to the issuance, transfer, registration and delivery of its shares, all taxes in connection therewith, costs and expenses incident to preparing and filing any registration statements and prospectuses and any amendments or supplements to a registration statement or a prospectus, statutory fees incidental to the registration of additional shares with the SEC, statutory fees and expenses incurred in connection with any Blue Sky law qualifications undertaken by or at the request of W&R, and the fees and expenses of the Company's counsel, accountants or any other experts used in connection with the foregoing; and 6) not without the consent of W&R to offer any of its shares for sale directly or to any persons or corporations other than W&R, except only: a) the reinvestment of dividends and/or distributions or their declaration in shares of the Company, in optional form or otherwise; b) the issuance of additional shares to stock splits or stock dividends; c) sale of shares to another investment or securities holding company in the process of purchasing all or a portion of its assets; d) in connection with an exchange of shares of the Company for shares in another investment or securities holding company; e) the sale of shares to registered unit investment trusts; or f) in connection with the exchange of one Fund's shares for shares of another Fund of the Company. B. W&R agrees 1) to offer Company shares in such states as may be agreed upon through its retail account representatives and, at its sole discretion, through broker-dealers which are members of the NASD on such terms as are not inconsistent with this Agreement; 2) to order shares from the Company only after it has received a purchase order therefor; 3) to pay to the Company the net asset value of shares sold within two business days after the day payment is received by W&R at its principal place of business from the investor or broker-dealer, or pay the Company at such other time as may be agreed upon hereafter by the Company and W&R, or as may be prescribed by law or the Rules of the NASD; 4) in offering shares to comply with the provisions of the Articles of Incorporation and Bylaws of the Company and with the provisions stated in its applicable then current prospectus(es) and statement of additional information; 5) timely to inform the Company of any action or proceeding to terminate, revoke or suspend W&R's registration as a broker-dealer with the SEC, membership in the NASD, or authority with any state securities commission to offer Company shares; and 6) to pay the cost of all sales literature, advertising and other materials which it may at its discretion use in connection with the sale of Company shares, including the cost of reports to the shareholders of the Company in excess of the cost of reports to existing shareholders and the cost of printing the prospectus(es) furnished to it by the Company.

APPOINTMENT OF UNDERWRITER and OBLIGATIONS. The Company hereby hereby, as applicable, appoints W&R or continues the appointment of W&R, and W&R W&R, as applicable, agrees to act or continues to act, as the Company's principal underwriter under the terms and provisions of this Agreement. A. Company agrees 1) to use its best efforts to register from time to time under the Securities Act of 1933 (the "Securities Act") adequate amounts of its shares for sale by W&R to the public and to qualify or to permit W&R to qualify such shares for offering to the public in such states as may from time to time be agreed upon; 2) to immediately advise W&R (i) when any post-effective amendment to its registration statement or any further amendment or supplement thereto or any further registration statement or amendment or supplement thereto becomes effective, (ii) of any request by the SEC for amendments to the registration statement(s) or any then effective prospectus or for additional information, (iii) of the issuance by the SEC of any stop-order suspending the effectiveness of the registration statement or the initiation of any proceedings for that purpose, and (iv) of the happening of any event which makes untrue any material statement made in the registration statement or any then effective prospectus or which, in the opinion of counsel for the Company, requires the making of a change in the registration statement or any then effective prospectus in order to make the statements therein not misleading; in case of the happening at any time of any event which materially affects the Company or its securities and which should be set forth in a supplement to or an amendment of any then effective prospectus in order to make the statements therein not misleading, to prepare and furnish to W&R such amendment or amendments to that prospectus as will correct the prospectus so that as corrected it will not contain, or such supplement or supplements to that prospectus which when read in conjunction with that prospectus will make the combined information not contain any untrue statement of a material fact or any omission to state any material fact necessary in order to make the statements in that prospectus not misleading; if any time the SEC shall issue any stop-order suspending the effectiveness of the registration statement, to make every reasonable effort to obtain the prompt lifting of such order; and, before filing any amendment to the registration statement or to any then effective prospectus, to furnish W&R with a copy of the proposed amendment; 3) to advise W&R of the net asset value of the shares of each of its Funds and Classes, as applicable, as often as computed and to furnish to W&R as soon as practical such information as may be reasonably requested by W&R in order that it may know all of the facts necessary to sell shares of the Company; 4) to make delivery of its shares subject to the provisions of its Articles of Incorporation and Bylaws to W&R as ordered by W&R as soon as reasonably possible after receipt of the orders and against payment of the consideration to be received by the Company therefor from W&R; 5) to pay or cause to be paid all expenses incident to the issuance, transfer, registration and delivery of its shares, all taxes in connection therewith, costs and expenses incident to preparing and filing any registration statements and prospectuses and any amendments or supplements to a registration statement or a prospectus, statutory fees incidental to the registration of additional shares with the SEC, statutory fees and expenses incurred in connection with any Blue Sky law qualifications undertaken by or at the request of W&R, and the fees and expenses of the Company's counsel, accountants or any other experts used in connection with the foregoing; and 6) not without the consent of W&R to offer any of its shares for sale directly or to any persons or corporations other than W&R, except only: a) the reinvestment of dividends and/or distributions or their declaration in shares of the Company, in optional form or otherwise; b) the issuance of additional shares to stock splits or stock dividends; c) sale of shares to another investment or securities holding company in the process of purchasing all or a portion of its assets; d) in connection with an exchange of shares of the Company for shares in another investment or securities holding company; e) the sale of shares to registered unit investment trusts; or f) in connection with the exchange of one Fund's shares for shares of another Fund of the Company. B. W&R agrees 1) to offer Company shares in such states as may be agreed upon through its retail account representatives and, at its sole discretion, through broker-dealers which are members of the NASD on such terms as are not inconsistent with this Agreement; 2) to order shares from the Company only after it has received a purchase order therefor; 3) to pay to the Company the net asset value of shares sold within two business days after the day payment is received by W&R at its principal place of business from the investor or broker-dealer, or pay the Company at such other time as may be agreed upon hereafter by the Company and W&R, or as may be prescribed by law or the Rules of the NASD; 4) in offering shares to comply with the provisions of the Articles of Incorporation and Bylaws of the Company and with the provisions stated in its applicable then current prospectus(es) and statement of additional information); 5) timely to inform the Company of any action or proceeding to terminate, revoke or suspend W&R's registration as a broker-dealer with the SEC, membership in the NASD, or authority with any state securities commission to offer Company shares; and 6) to pay the cost of all sales literature, advertising and other materials which it may at its discretion use in connection with the sale of Company shares, including the cost of reports to the shareholders of the Company in excess of the cost of reports to existing shareholders and the cost of printing the prospectus(es) furnished to it by the Company.

APPOINTMENT OF UNDERWRITER and OBLIGATIONS. The Company hereby Corporation hereby, as applicable, appoints W&R or continues the appointment of W&R, and W&R W&R, as applicable, agrees to act or continues to act, as the CompanyCorporation's principal underwriter under the terms and provisions of this Agreement. A. Company Corporation agrees 1) to use its best efforts to register from time to time under the Securities Act of 1933 (the "Securities Act") adequate amounts of its shares for sale by W&R to the public and to qualify or to permit W&R to qualify such shares for offering to the public in such states as may from time to time be agreed upon; 2) to immediately advise W&R (i) when any post-effective amendment to its registration statement or any further amendment or supplement thereto or any further registration statement or amendment or supplement thereto becomes effective, (ii) of any request by the SEC for amendments to the registration statement(s) or any then effective prospectus or for additional information, (iii) of the issuance by the SEC of any stop-order suspending the effectiveness of the registration statement or the initiation of any proceedings for that purpose, and (iv) of the happening of any event which makes untrue any material statement made in the registration statement or any then effective prospectus or which, in the opinion of counsel for the CompanyCorporation, requires the making of a change in the registration statement or any then effective prospectus in order to make the statements therein not misleading; in case of the happening at any time of any event which materially affects the Company Corporation or its securities and which should be set forth in a supplement to or an amendment of any then effective prospectus in order to make the statements therein not misleading, to prepare and furnish to W&R such amendment or amendments to that prospectus as will correct the prospectus so that as corrected it will not contain, or such supplement or supplements to that prospectus which when read in conjunction with that prospectus will make the combined information not contain any untrue statement of a material fact or any omission to state any material fact necessary in order to make the statements in that prospectus not misleading; if any time the SEC shall issue any stop-order suspending the effectiveness of the registration statement, to make every reasonable effort to obtain the prompt lifting of such order; and, before filing any amendment to the registration statement or to any then effective prospectus, to furnish W&R with a copy of the proposed amendment; 3) to advise W&R of the net asset value of the shares of each of its Funds and Classes, as applicable, as often as computed and to furnish to W&R as soon as practical such information as may be reasonably requested by W&R in order that it may know all of the facts necessary to sell shares of the CompanyFunds; 4) to make delivery of its shares subject to the provisions of its Articles of Incorporation and Bylaws to W&R as ordered by W&R as soon as reasonably possible after receipt of the orders and against payment of the consideration to be received by the Company Corporation therefor from W&R; 5) to pay or cause to be paid all expenses incident to the issuance, transfer, registration and delivery of its shares, all taxes in connection therewith, costs and expenses incident to preparing and filing any registration statements and prospectuses and any amendments or supplements to a registration statement or a prospectus, statutory fees incidental to the registration of additional shares with the SEC, statutory fees and expenses incurred in connection with any Blue Sky law qualifications undertaken by or at the request of W&R, and the fees and expenses of the CompanyCorporation's counsel, accountants or any other experts used in connection with the foregoing; and 6) not without the consent of W&R to offer any of its shares for sale directly or to any persons or corporations other than W&R, except only: a) the reinvestment of dividends and/or distributions or their declaration in shares of the CompanyFunds, in optional form or otherwise; b) the issuance of additional shares to stock splits or stock dividends; c) sale of shares to another investment or securities holding company in the process of purchasing all or a portion of its assets; d) in connection with an exchange of shares of the Company Funds for shares in another investment or securities holding company; e) the sale of shares to registered unit investment trusts; or f) in connection with the exchange of one Fund's shares for shares of another Fund of the CompanyCorporation. B. W&R agrees 1) to offer Company Fund shares in such states as may be agreed upon through its retail account representatives and, at its sole discretion, through broker-dealers which are members of the NASD on such terms as are not inconsistent with this Agreement; 2) to order shares from the Company Corporation only after it has received a purchase order therefor; 3) to pay to the Company Corporation the net asset value of shares sold within two business days after the day payment is received by W&R at its principal place of business from the investor or broker-dealer, or pay the Company Corporation at such other time as may be agreed upon hereafter by the Company Corporation and W&R, or as may be prescribed by law or the Rules of the NASD; 4) in offering shares to comply with the provisions of the Articles of Incorporation and Bylaws of the Company Corporation and with the provisions stated in its applicable then current prospectus(es) and statement of additional information); 5) to timely to inform the Company Corporation of any action or proceeding to terminate, revoke or suspend W&R's registration as a broker-broker- dealer with the SEC, membership in the NASD, or authority with any state securities commission to offer Company Fund shares; and 6) to pay the cost of all sales literature, advertising and other materials which it may at its discretion use in connection with the sale of Company Fund shares, including the cost of reports to the shareholders of the Company Funds in excess of the cost of reports to existing shareholders and the cost of printing the prospectus(es) furnished to it by the CompanyCorporation.

APPOINTMENT OF UNDERWRITER and OBLIGATIONS. The Company hereby hereby, as applicable, appoints W&R or continues the appointment of W&R, and W&R W&R, as applicable, agrees to act or continues to act, as the Company's principal underwriter under the terms and provisions of this Agreement. A. Company agrees 1) to use its best efforts to register from time to time under the Securities Act of 1933 (the "Securities Act") adequate amounts of its shares for sale by W&R to the public and to qualify or to permit W&R to qualify such shares for offering to the public in such states as may from time to time be agreed upon; 2) to immediately advise W&R W&R (i) when any post-effective amendment to its registration statement or any further amendment or supplement thereto or any further registration statement or amendment or supplement thereto becomes effective, (ii) of any request by the SEC for amendments to the registration statement(s) or any then effective prospectus or for additional information, (iii) of the issuance by the SEC of any stop-order suspending the effectiveness of the registration statement or the initiation of any proceedings for that purpose, and (iv) of the happening of any event which makes untrue any material statement made in the registration statement or any then effective prospectus or which, in the opinion of counsel for the Company, requires the making of a change in the registration statement or any then effective prospectus in order to make the statements therein not misleading; in case of the happening at any time of any event which materially affects the Company or its securities and which should be set forth in a supplement to or an amendment of any then effective prospectus in order to make the statements therein not misleading, to prepare and furnish to W&R such amendment or amendments to that prospectus as will correct the prospectus so that as corrected it will not contain, or such supplement or supplements to that prospectus which when read in conjunction with that prospectus will make the combined information not contain any untrue statement of a material fact or any omission to state any material fact necessary in order to make the statements in that prospectus not misleading; if any time the SEC shall issue any stop-order suspending the effectiveness of the registration statement, to make every reasonable effort to obtain the prompt lifting of such order; and, before filing any amendment to the registration statement or to any then effective prospectus, to furnish W&R with a copy of the proposed amendment; 3) to advise W&R of the net asset value of the shares of each of its Funds and Classes, as applicable, as often as computed and to furnish to W&R as soon as practical such information as may be reasonably requested by W&R in order that it may know all of the facts necessary to sell shares of the Company; 4) to make delivery of its shares subject to the provisions of its Articles of Incorporation and Bylaws to W&R as ordered by W&R as soon as reasonably possible after receipt of the orders and against payment of the consideration to be received by the Company therefor from W&R; 5) to pay or cause to be paid all expenses incident to the issuance, transfer, registration and delivery of its shares, all taxes in connection therewith, costs and expenses incident to preparing and filing any registration statements and prospectuses and any amendments or supplements to a registration statement or a prospectus, statutory fees incidental to the registration of additional shares with the SEC, statutory fees and expenses incurred in connection with any Blue Sky law qualifications undertaken by or at the request of W&R, and the fees and expenses of the Company's counsel, accountants or any other experts used in connection with the foregoing; and 6) not without the consent of W&R to offer any of its shares for sale directly or to any persons or corporations other than W&R, except only: a) the reinvestment of dividends and/or distributions or their declaration in shares of the Company, in optional form or otherwise; b) the issuance of additional shares to stock splits or stock dividends; c) sale of shares to another investment or securities holding company in the process of purchasing all or a portion of its assets; d) in connection with an exchange of shares of the Company for shares in another investment or securities holding company; e) the sale of shares to registered unit investment trusts; or f) in connection with the exchange of one Fund's shares for shares of another Fund of the Company. B. W&R agrees 1) to offer Company shares in such states as may be agreed upon through its retail account representatives and, at its sole discretion, through broker-dealers which are members of the NASD on such terms as are not inconsistent with this Agreement; 2) to order shares from the Company only after it has received a purchase order therefor; 3) to pay to the Company the net asset value of shares sold within two business days after the day payment is received by W&R at its principal place of business from the investor or broker-dealer, or pay the Company at such other time as may be agreed upon hereafter by the Company and W&R, or as may be prescribed by law or the Rules of the NASD; 4) in offering shares to comply with the provisions of the Articles of Incorporation and Bylaws of the Company and with the provisions stated in its applicable then current prospectus(es) and statement of additional information); 5) timely to inform the Company of any action or proceeding to terminate, revoke or suspend W&R's registration as a broker-dealer with the SEC, membership in the NASD, or authority with any state securities commission to offer Company shares; and 6) to pay the cost of all sales literature, advertising and other materials which it may at its discretion use in connection with the sale of Company shares, including the cost of reports to the shareholders of the Company in excess of the cost of reports to existing shareholders and the cost of printing the prospectus(es) furnished to it by the Company.

APPOINTMENT OF UNDERWRITER and OBLIGATIONS. The Company Trust hereby appoints W&R, W&R and W&R agrees to act, act as the Company's Trust’s principal underwriter under the terms and provisions of this Agreement. A. Company Trust agrees 1) to use its best efforts to register from time to time under the Securities Act of 1933 (the "“Securities Act"”) adequate amounts of its shares for sale by W&R to the public and to qualify or to permit W&R to qualify such shares for offering to the public in such states as may from time to time be agreed upon; 2) to immediately advise W&R W&R (i) when any post-effective amendment to its registration statement or any further amendment or supplement thereto or any further registration statement or amendment or supplement thereto becomes effective, (ii) of any request by the SEC for amendments to the registration statement(s) or any then effective prospectus or for additional information, (iii) of the issuance by the SEC of any stop-order suspending the effectiveness of the registration statement or the initiation of any proceedings for that purpose, and (iv) of the happening of any event which makes untrue any material statement made in the registration statement or any then effective prospectus or which, in the opinion of counsel for the CompanyTrust, requires the making of a change in the registration statement or any then effective prospectus in order to make the statements therein not misleading; in case of the happening at any time of any event which materially affects the Company Trust or its securities and which should be set forth in a supplement to or an amendment of any then effective prospectus in order to make the statements therein not misleading, to prepare and furnish to W&R such amendment or amendments to that prospectus as will correct the prospectus so that as corrected it will not contain, or such supplement or supplements to that prospectus which when read in conjunction with that prospectus will make the combined information not contain any untrue statement of a material fact or any omission to state any material fact necessary in order to make the statements in that prospectus not misleading; if any time the SEC shall issue any stop-order suspending the effectiveness of the registration statement, to make every reasonable effort to obtain the prompt lifting of such order; and, before filing any amendment to the registration statement or to any then effective prospectus, to furnish W&R with a copy of the proposed amendment; 3) to advise W&R of the net asset value of the shares of each of its Funds and Classes, as applicable, as often as computed and to furnish to W&R as soon as practical such information as may be reasonably requested by W&R in order that it may know all of the facts necessary to sell shares of the CompanyFunds; 4) to make delivery of its shares subject to the provisions of its Articles of Incorporation Trust Instrument and Bylaws to W&R as ordered by W&R as soon as reasonably possible after receipt of the orders and against payment of the consideration to be received by the Company Trust therefor from W&R; 5) to pay or cause to be paid all expenses incident to the issuance, transfer, registration and delivery of its shares, all taxes in connection therewith, costs and expenses incident to preparing and filing any registration statements and prospectuses and any amendments or supplements to a registration statement or a prospectus, statutory fees incidental to the registration of additional shares with the SEC, statutory fees and expenses incurred in connection with any Blue Sky law qualifications undertaken by or at the request of W&R, and the fees and expenses of the Company's Trust’s counsel, accountants or any other experts used in connection with the foregoing; and 6) not without the consent of W&R to offer any of its shares for sale directly or to any persons or corporations other than W&R, except only: a) the reinvestment of dividends and/or distributions or their declaration in shares of the CompanyFunds, in optional form or otherwise; b) the issuance of additional shares to stock splits or stock dividends; c) sale of shares to another investment or securities holding company in the process of purchasing all or a portion of its assets; d) in connection with an exchange of shares of the Company Funds for shares in another investment or securities holding company; e) the sale of shares to registered unit investment trusts; or f) in connection with the exchange of one Fund's ’s shares for shares of another Fund of the CompanyTrust. B. W&R agrees 1) to offer Company Fund shares in such states as may be agreed upon through its retail account representatives and, at its sole discretion, through broker-dealers which are members of the NASD FINRA on such terms as are not inconsistent with this Agreement; 2) to order shares from the Company Trust only after it has received a purchase order therefor; 3) to pay to the Company Trust the net asset value of shares sold within two business days after the day payment is received by W&R at its principal place of business from the investor or broker-dealer, or pay the Company Trust at such other time as may be agreed upon hereafter by the Company Trust and W&R, or as may be prescribed by law or the Rules of the NASDFINRA; 4) in offering shares to comply with the provisions of the Articles Declaration of Incorporation Trust and Bylaws of the Company Trust and with the provisions stated in its applicable then current prospectus(es) and statement of additional information); 5) to timely to inform the Company Trust of any action or proceeding to terminate, revoke or suspend W&R's ’s registration as a broker-dealer with the SEC, membership in the NASDFINRA, or authority with any state securities commission to offer Company Fund shares; and 6) to pay the cost of all sales literature, advertising and other materials which it may at its discretion use in connection with the sale of Company Fund shares, including the cost of reports to the shareholders of the Company Funds in excess of the cost of reports to existing shareholders and the cost of printing the prospectus(es) furnished to it by the CompanyTrust.

APPOINTMENT OF UNDERWRITER and OBLIGATIONS. The Company hereby Trust hereby, as applicable, appoints W&RIFDI or continues the appointment of IFDI, and W&R IFDI, as applicable, agrees to act or continues to act, as the Company's Trust’s principal underwriter under the terms and provisions of this Agreement. A. Company Trust agrees 1) to use its best efforts to register from time to time under the Securities Act of 1933 (the "“Securities Act"”) adequate amounts of its shares for sale by W&R to the public through broker-dealers with which IFDI contracts and to qualify or to permit W&R IFDI to qualify such shares for offering to the public in such states as may from time to time be agreed upon; 2) to immediately advise W&R IFDI (i) when any post-effective amendment to its registration statement or any further amendment or supplement thereto or any further registration statement or amendment or supplement thereto becomes effective, (ii) of any request by the SEC for amendments to the registration statement(s) or any then effective prospectus or for additional information, (iii) of the issuance by the SEC of any stop-order suspending the effectiveness of the registration statement or the initiation of any proceedings for that purpose, and (iv) of the happening of any event which makes untrue any material statement made in the registration statement or any then effective prospectus or which, in the opinion of counsel for the CompanyTrust, requires the making of a change in the registration statement or any then effective prospectus in order to make the statements therein not misleading; in case of the happening at any time of any event which materially affects the Company Trust or its securities and which should be set forth in a supplement to or an amendment of any then effective prospectus in order to make the statements therein not misleading, to prepare and furnish to W&R IFDI such amendment or amendments to that prospectus as will correct the prospectus so that as corrected it will not contain, or such supplement or supplements to that prospectus which when read in conjunction with that prospectus will make the combined information not contain any untrue statement of a material fact or any omission to state any material fact necessary in order to make the statements in that prospectus not misleading; if any time the SEC shall issue any stop-order suspending the effectiveness of the registration statement, to make every reasonable effort to obtain the prompt lifting of such order; and, before filing any amendment to the registration statement or to any then effective prospectus, to furnish W&R IFDI with a copy of the proposed amendment; 3) to advise W&R IFDI of the net asset value of the shares of each of its Funds and Classes, as applicable, as often as computed and to furnish to W&R IFDI as soon as practical such information as may be reasonably requested by W&R IFDI in order that it may know all of the facts necessary to sell provide for the sale of shares of the CompanyTrust; 4) to make delivery of its shares subject to the provisions of its Articles of Incorporation and Bylaws to W&R as ordered by W&R as soon as reasonably possible after receipt of the orders and against payment of the consideration to be received by the Company therefor from W&R; 5) to pay or cause to be paid all expenses incident to the issuance, transfer, registration and delivery of its shares, all taxes in connection therewith, costs and expenses incident to preparing and filing any registration statements and prospectuses and any amendments or supplements to a registration statement or a prospectus, statutory fees incidental to the registration of additional shares with the SEC, statutory fees and expenses incurred in connection with any Blue Sky law qualifications undertaken by or at the request of W&RIFDI, and the fees and expenses of the Company's Trust’s counsel, accountants or any other experts used in connection with the foregoing; and 65) not without the consent of W&R IFDI to offer any of its shares for sale directly or to any persons or corporations other than W&Rthrough IFDI, except only: a) the reinvestment of dividends and/or distributions or their declaration in shares of the CompanyTrust, in optional form or otherwise; b) the issuance of additional shares to stock splits or stock dividends; c) sale of shares to another investment or securities holding company in the process of purchasing all or a portion of its assets; d) in connection with an exchange of shares of the Company Trust for shares in another investment or securities holding company; e) the sale of shares to registered unit investment trusts; or f) in connection with the exchange of one Fund's ’s shares for shares of another Fund of the CompanyTrust. B. W&R IFDI agrees 1) to offer Company Trust shares in such states as may be agreed upon through its retail account representatives and, at its sole discretion, through broker-dealers which are members of the NASD FINRA on such terms as are not inconsistent with this Agreement; 2) to order shares from the Company only after it has received a purchase order therefor; 3) to pay to the Company the net asset value of shares sold within two business days after the day payment is received by W&R at its principal place of business from the investor or broker-dealer, or pay the Company at such other time as may be agreed upon hereafter by the Company and W&R, or as may be prescribed by law or the Rules of the NASD; 4) in offering shares through other broker-dealers to comply with the provisions of the Articles Declaration of Incorporation Trust and Bylaws of the Company Trust and with the provisions stated in its applicable then current prospectus(es) and statement of additional information); 53) timely to inform the Company Trust of any action or proceeding to terminate, revoke or suspend W&R's IFDI’s registration as a broker-dealer with the SEC, membership in the NASDFINRA, or authority with any state securities commission to offer Company Trust shares; and 64) to pay the cost of all sales literature, advertising and other materials which it may at its discretion use in connection with the sale of Company Trust shares, including the cost of reports to the shareholders of the Company Trust in excess of the cost of reports to existing shareholders and the cost of printing the prospectus(es) furnished to it by the CompanyTrust.

APPOINTMENT OF UNDERWRITER and OBLIGATIONS. The Company hereby hereby, as applicable, appoints W&RIFDI or continues the appointment of IFDI, and W&R IFDI, as applicable, agrees to act or continues to act, as the Company's ’s principal underwriter under the terms and provisions of this Agreement. A. Company agrees 1) to use its best efforts to register from time to time under the Securities Act of 1933 (the "“Securities Act"”) adequate amounts of its shares for sale by W&R to the public through broker-dealers with which IFDI contracts and to qualify or to permit W&R IFDI to qualify such shares for offering to the public in such states as may from time to time be agreed upon; 2) to immediately advise W&R IFDI (i) when any post-effective amendment to its registration statement or any further amendment or supplement thereto or any further registration statement or amendment or supplement thereto becomes effective, (ii) of any request by the SEC for amendments to the registration statement(s) or any then effective prospectus or for additional information, (iii) of the issuance by the SEC of any stop-order suspending the effectiveness of the registration statement or the initiation of any proceedings for that purpose, and (iv) of the happening of any event which makes untrue any material statement made in the registration statement or any then effective prospectus or which, in the opinion of counsel for the Company, requires the making of a change in the registration statement or any then effective prospectus in order to make the statements therein not misleading; in case of the happening at any time of any event which materially affects the Company or its securities and which should be set forth in a supplement to or an amendment of any then effective prospectus in order to make the statements therein not misleading, to prepare and furnish to W&R IFDI such amendment or amendments to that prospectus as will correct the prospectus so that as corrected it will not contain, or such supplement or supplements to that prospectus which when read in conjunction with that prospectus will make the combined information not contain any untrue statement of a material fact or any omission to state any material fact necessary in order to make the statements in that prospectus not misleading; if any time the SEC shall issue any stop-order suspending the effectiveness of the registration statement, to make every reasonable effort to obtain the prompt lifting of such order; and, before “filing any amendment to the the, registration statement or to any then effective prospectus, to furnish W&R IFDI with a copy of the proposed amendment; 3) to advise W&R of the net asset value of the shares of each of its Funds and Classes, as applicable, as often as computed and to furnish to W&R as soon as practical such information as may be reasonably requested by W&R in order that it may know all of the facts necessary to sell shares of the Company; 4) to make delivery of its shares subject to the provisions of its Articles of Incorporation and Bylaws to W&R as ordered by W&R as soon as reasonably possible after receipt of the orders and against payment of the consideration to be received by the Company therefor from W&R; 5) to pay or cause to be paid all expenses incident to the issuance, transfer, registration and delivery of its shares, all taxes in connection therewith, costs and expenses incident to preparing and filing any registration statements and prospectuses and any amendments or supplements to a registration statement or a prospectus, statutory fees incidental to the registration of additional shares with the SEC, statutory fees and expenses incurred in connection with any Blue Sky law qualifications undertaken by or at the request of W&R, and the fees and expenses of the Company's counsel, accountants or any other experts used in connection with the foregoing; and 6) not without the consent of W&R to offer any of its shares for sale directly or to any persons or corporations other than W&R, except only: a) the reinvestment of dividends and/or distributions or their declaration in shares of the Company, in optional form or otherwise; b) the issuance of additional shares to stock splits or stock dividends; c) sale of shares to another investment or securities holding company in the process of purchasing all or a portion of its assets; d) in connection with an exchange of shares of the Company for shares in another investment or securities holding company; e) the sale of shares to registered unit investment trusts; or f) in connection with the exchange of one Fund's shares for shares of another Fund of the Company. B. W&R agrees 1) to offer Company shares in such states as may be agreed upon through its retail account representatives and, at its sole discretion, through broker-dealers which are members of the NASD on such terms as are not inconsistent with this Agreement; 2) to order shares from the Company only after it has received a purchase order therefor; 3) to pay to the Company the net asset value of shares sold within two business days after the day payment is received by W&R at its principal place of business from the investor or broker-dealer, or pay the Company at such other time as may be agreed upon hereafter by the Company and W&R, or as may be prescribed by law or the Rules of the NASD; 4) in offering shares to comply with the provisions of the Articles of Incorporation and Bylaws of the Company and with the provisions stated in its applicable then current prospectus(es) and statement of additional information; 5) timely to inform the Company of any action or proceeding to terminate, revoke or suspend W&R's registration as a broker-dealer with the SEC, membership in the NASD, or authority with any state securities commission to offer Company shares; and 6) to pay the cost of all sales literature, advertising and other materials which it may at its discretion use in connection with the sale of Company shares, including the cost of reports to the shareholders of the Company in excess of the cost of reports to existing shareholders and the cost of printing the prospectus(es) furnished to it by the Company.

APPOINTMENT OF UNDERWRITER and OBLIGATIONS. The Company Fund hereby appoints W&RIFDI, and W&R IFDI agrees to act, as the CompanyFund's principal underwriter under the terms and provisions of this Agreement. A. Company Fund agrees 1) to use its best efforts to register from time to time under the Securities Act of 1933 (the "Securities Act") adequate amounts of its shares Shares for sale by W&R IFDI to the public and to qualify or to permit W&R IFDI to qualify such shares for offering to the public in such states as may from time to time be agreed upon; 2) to immediately advise W&R IFDI (i) when any post-effective amendment to its registration statement or any further amendment or supplement thereto or any further registration statement or amendment or supplement thereto becomes effective, (ii) of any request by the SEC for amendments to the registration statement(s) or any then effective prospectus or for additional information, (iii) of the issuance by the SEC of any stop-order suspending the effectiveness of the registration statement or the initiation of any proceedings for that purpose, and (iv) of the happening of any event which makes untrue any material statement made in the registration statement or any then effective prospectus or which, in the opinion of counsel for the CompanyFund, requires the making of a change in the registration statement or any then effective prospectus in order to make the statements therein not misleading; in case of the happening at any time of any event which materially affects the Company Fund or its securities and which should be set forth in a supplement to or an amendment of any then effective prospectus in order to make the statements therein not misleading, to prepare and furnish to W&R IFDI such amendment or amendments to that prospectus as will correct the prospectus so that as corrected it will not contain, or such supplement or supplements to that prospectus which when read in conjunction with that prospectus will make the combined information not contain any untrue statement of a material fact or any omission to state any material fact necessary in order to make the statements in that prospectus not misleading; if any time the SEC shall issue any stop-order suspending the effectiveness of the registration statement, to make every reasonable effort to obtain the prompt lifting of such order; and, before filing any amendment to the registration statement or to any then effective prospectus, to furnish W&R IFDI with a copy of the proposed amendment; 3) to advise W&R IFDI of the net asset value of the shares Shares of each of its Funds and Classes, as applicable, as often as computed and to furnish to W&R IFDI as soon as practical such information as may be reasonably requested by W&R IFDI in order that it may know all of the facts necessary to sell shares Shares of the CompanyFund; 4) to make delivery of its shares Shares subject to the provisions of its Articles Declaration of Incorporation Trust and Bylaws to W&R IFDI as ordered by W&R IFDI as soon as reasonably possible after receipt of the orders and against payment of the consideration to be received by the Company Fund therefor from W&RIFDI; 5) to pay or cause to be paid all expenses incident to the issuance, transfer, registration and delivery of its shares, all taxes in connection therewith, costs and expenses incident to preparing and filing any registration statements and prospectuses and any amendments or supplements to a registration statement or a prospectus, statutory fees incidental to the registration of additional shares Shares with the SEC, statutory fees and expenses incurred in connection with any Blue Sky law qualifications undertaken by or at the request of W&RIFDI, and the fees and expenses of the CompanyFund's counsel, accountants or any other experts used in connection with the foregoing; and 6) not without the consent of W&R IFDI to offer any of its shares Shares for sale directly or to any persons or corporations other than W&RIFDI, except only: a) the reinvestment of dividends and/or distributions or their declaration in shares Shares of the CompanyFund, in optional form or otherwise; b) the issuance of additional shares Shares to stock splits or stock dividends; c) sale of shares Shares to another investment or securities holding company in the process of purchasing all or a portion of its assets; d) in connection with an exchange of shares Shares of the Company Fund for shares in another investment or securities holding company; e) the sale of shares Shares to registered unit investment trusts; or f) in connection with the exchange of one Fundfund's shares for shares of another Fund of the CompanyFund. B. W&R IFDI agrees 1) to offer Company shares Fund Shares in such states as may be agreed upon through its retail account representatives and, at its sole discretion, through broker-dealers which are members of the NASD on such terms as are not inconsistent with this Agreement; 2) to order shares Shares from the Company Fund only after it has received a purchase order therefor; 3) to pay to the Company Fund the net asset value of shares Shares sold within two business days after the day payment is received by W&R IFDI at its principal place of business from the investor or broker-dealer, or pay the Company Fund at such other time as may be agreed upon hereafter by the Company Fund and W&RIFDI, or as may be prescribed by law or the Rules of the NASD; 4) in offering shares Shares to comply with the provisions of the Articles Declaration of Incorporation Trust and Bylaws of the Company Fund and with the provisions stated in its applicable then current prospectus(es) and statement of additional information; 5) timely to inform the Company Fund of any action or proceeding to terminate, revoke or suspend W&RIFDI's registration as a broker-dealer with the SEC, membership in the NASD, or authority with any state securities commission to offer Company sharesFund Shares; and 6) to pay the cost of all sales literature, advertising and other materials which it may at its discretion use in connection with the sale of Company sharesFund Shares, including the cost of reports to the shareholders of the Company Fund in excess of the cost of reports to existing shareholders and the cost of printing the prospectus(es) furnished to it by the CompanyFund.

APPOINTMENT OF UNDERWRITER and OBLIGATIONS. The Company Trust hereby appoints W&R, W&R and W&R agrees to act, act as the CompanyTrust's principal underwriter under the terms and provisions of this Agreement. A. Company Trust agrees 1) to use its best efforts to register from time to time under the Securities Act of 1933 (the "Securities Act") adequate amounts of its shares for sale by W&R to the public and to qualify or to permit W&R to qualify such shares for offering to the public in such states as may from time to time be agreed upon; 2) to immediately advise W&R W&R (i) when any post-effective amendment to its registration statement or any further amendment or supplement thereto or any further registration statement or amendment or supplement thereto becomes effective, (ii) of any request by the SEC for amendments to the registration statement(s) or any then effective prospectus or for statement of additional information ("SAI") or for additional information, (iii) of the issuance by the SEC of any stop-order suspending the effectiveness of the registration statement or the initiation of any proceedings for that purpose, and (iv) of the happening of any event which makes untrue any material statement made in the registration statement or any then effective prospectus or SAI or which, in the opinion of counsel for the CompanyTrust, requires the making of a change in the registration statement or any then effective prospectus or SAI in order to make the statements therein not misleading; in case of the happening at any time of any event which materially affects the Company Trust or its securities and which should be set forth in a supplement to or an amendment of any then effective prospectus or SAI in order to make the statements therein not misleading, to prepare and furnish to W&R such amendment or amendments to that prospectus or SAI as will correct the prospectus or SAI so that as corrected it will not contain, or such supplement or supplements to that prospectus or SAI which when read in conjunction with that prospectus or SAI will make the combined information not contain any untrue statement of a material fact or any omission to state any material fact necessary in order to make the statements in that prospectus or SAI not misleading; if any time the SEC shall issue any stop-order suspending the effectiveness of the registration statement, to make every reasonable effort to obtain the prompt lifting of such order; and, before filing any amendment to the registration statement or to any then effective prospectusprospectus or SAI, to furnish W&R with a copy of the proposed amendment; 3) to advise W&R of the net asset value of the shares of each of its Funds and Classes, as applicable, as often as computed and to furnish to W&R as soon as practical such information as may be reasonably requested by W&R in order that it may know all of the facts necessary to sell shares of the CompanyFunds; 4) to make delivery of its shares subject to the provisions of its Articles of Incorporation Trust Instrument and Bylaws to W&R as ordered by W&R as soon as reasonably possible after receipt of the orders and against payment of the consideration to be received by the Company Trust therefor from W&R; 5) to pay or cause to be paid all expenses incident to the issuance, transfer, registration and delivery of its shares, all taxes in connection therewith, costs and expenses incident to preparing and filing any registration statements and prospectuses and any amendments or supplements to a registration statement or a prospectus, statutory fees incidental to the registration of additional shares with the SEC, statutory fees and expenses incurred in connection with any Blue Sky law qualifications undertaken by or at the request of W&R, and the fees and expenses of the CompanyTrust's counsel, accountants or any other experts used in connection with the foregoing; and 6) not without the consent of W&R to offer any of its shares for sale directly or to any persons or corporations other than W&R, except only: a) the reinvestment of dividends and/or distributions or their declaration in shares of the CompanyFunds, in optional form or otherwise; b) the issuance of additional shares to stock splits or stock dividends; c) sale of shares to another investment or securities holding company in the process of purchasing all or a portion of its assets; d) in connection with an exchange of shares of the Company Funds for shares in another investment or securities holding company; e) the sale of shares to registered unit investment trusts; or f) in connection with the exchange of one Fund's shares for shares of another Fund of the CompanyTrust. B. W&R agrees 1) to offer Company Fund shares in such states as may be agreed upon through its retail account representatives and, at its sole discretion, through broker-dealers which are members of the NASD FINRA on such terms as are not inconsistent with this Agreement; 2) to order shares from the Company Trust only after it has received a purchase order therefor; 3) to pay to the Company Trust the net asset value of shares sold within two business days after the day payment is received by W&R at its principal place of business from the investor or broker-dealer, or pay the Company Trust at such other time as may be agreed upon hereafter by the Company Trust and W&R, or as may be prescribed by law or the Rules of the NASDFINRA; 4) in offering shares to comply with the provisions of the Articles Declaration of Incorporation Trust and Bylaws of the Company Trust and with the provisions stated in its applicable then current prospectus(es) and statement of additional informationSAI; 5) to timely to inform the Company Trust of any action or proceeding to terminate, revoke or suspend W&R's registration as a broker-dealer with the SEC, membership in the NASDFINRA, or authority with any state securities commission to offer Company Fund shares; and 6) to pay the cost of all sales literature, advertising and other materials which it may at its discretion use in connection with the sale of Company Fund shares, including the cost of reports to the shareholders of the Company Funds in excess of the cost of reports to existing shareholders and the cost of printing the prospectus(es) furnished to it by the CompanyTrust.

APPOINTMENT OF UNDERWRITER and OBLIGATIONS. The Company hereby Corporation hereby, as applicable, appoints W&R or continues the appointment of W&R, and W&R W&R, as applicable, agrees to act or continues to act, as the CompanyCorporation's principal underwriter under the terms and provisions of this Agreement. A. Company Corporation agrees 1) to use its best efforts to register from time to time under the Securities Act of 1933 (the "Securities Act") adequate amounts of its shares for sale by W&R to the public and to qualify or to permit W&R to qualify such shares for offering to the public in such states as may from time to time be agreed upon; 2) to immediately advise W&R W&R (i) when any post-effective amendment to its registration statement or any further amendment or supplement thereto or any further registration statement or amendment or supplement thereto becomes effective, (ii) of any request by the SEC for amendments to the registration statement(s) or any then effective prospectus or for additional information, (iii) of the issuance by the SEC of any stop-order suspending the effectiveness of the registration statement or the initiation of any proceedings for that purpose, and (iv) of the happening of any event which makes untrue any material statement made in the registration statement or any then effective prospectus or which, in the opinion of counsel for the CompanyCorporation, requires the making of a change in the registration statement or any then effective prospectus in order to make the statements therein not misleading; in case of the happening at any time of any event which materially affects the Company Corporation or its securities and which should be set forth in a supplement to or an amendment of any then effective prospectus in order to make the statements therein not misleading, to prepare and furnish to W&R such amendment or amendments to that prospectus as will correct the prospectus so that as corrected it will not contain, or such supplement or supplements to that prospectus which when read in conjunction with that prospectus will make the combined information not contain any untrue statement of a material fact or any omission to state any material fact necessary in order to make the statements in that prospectus not misleading; if any time the SEC shall issue any stop-order suspending the effectiveness of the registration statement, to make every reasonable effort to obtain the prompt lifting of such order; and, before filing any amendment to the registration statement or to any then effective prospectus, to furnish W&R with a copy of the proposed amendment; 3) to advise W&R of the net asset value of the shares of each of its Funds and Classes, as applicable, as often as computed and to furnish to W&R as soon as practical such information as may be reasonably requested by W&R in order that it may know all of the facts necessary to sell shares of the CompanyFunds; 4) to make delivery of its shares subject to the provisions of its Articles of Incorporation and Bylaws to W&R as ordered by W&R as soon as reasonably possible after receipt of the orders and against payment of the consideration to be received by the Company Corporation therefor from W&R; 5) to pay or cause to be paid all expenses incident to the issuance, transfer, registration and delivery of its shares, all taxes in connection therewith, costs and expenses incident to preparing and filing any registration statements and prospectuses and any amendments or supplements to a registration statement or a prospectus, statutory fees incidental to the registration of additional shares with the SEC, statutory fees and expenses incurred in connection with any Blue Sky law qualifications undertaken by or at the request of W&R, and the fees and expenses of the CompanyCorporation's counsel, accountants or any other experts used in connection with the foregoing; and 6) not without the consent of W&R to offer any of its shares for sale directly or to any persons or corporations other than W&R, except only: a) the reinvestment of dividends and/or distributions or their declaration in shares of the CompanyFunds, in optional form or otherwise; b) the issuance of additional shares to stock splits or stock dividends; c) sale of shares to another investment or securities holding company in the process of purchasing all or a portion of its assets; d) in connection with an exchange of shares of the Company Funds for shares in another investment or securities holding company; e) the sale of shares to registered unit investment trusts; or f) in connection with the exchange of one Fund's shares for shares of another Fund of the CompanyCorporation. B. W&R agrees 1) to offer Company Fund shares in such states as may be agreed upon through its retail account representatives and, at its sole discretion, through broker-dealers which are members of the NASD on such terms as are not inconsistent with this Agreement; 2) to order shares from the Company Corporation only after it has received a purchase order therefor; 3) to pay to the Company Corporation the net asset value of shares sold within two business days after the day payment is received by W&R at its principal place of business from the investor or broker-dealer, or pay the Company Corporation at such other time as may be agreed upon hereafter by the Company Corporation and W&R, or as may be prescribed by law or the Rules of the NASD; 4) in offering shares to comply with the provisions of the Articles of Incorporation and Bylaws of the Company Corporation and with the provisions stated in its applicable then current prospectus(es) and statement of additional information); 5) to timely to inform the Company Corporation of any action or proceeding to terminate, revoke or suspend W&R's registration as a broker-dealer with the SEC, membership in the NASD, or authority with any state securities commission to offer Company Fund shares; and 6) to pay the cost of all sales literature, advertising and other materials which it may at its discretion use in connection with the sale of Company Fund shares, including the cost of reports to the shareholders of the Company Funds in excess of the cost of reports to existing shareholders and the cost of printing the prospectus(es) furnished to it by the CompanyCorporation.

APPOINTMENT OF UNDERWRITER and OBLIGATIONS. The Company hereby appoints W&R, and W&R agrees to act, as the Company's principal underwriter under the terms and provisions of this Agreement. A. Company agrees 1) to use its best efforts to register from time to time under the Securities Act of 1933 (the "Securities Act") adequate amounts of its shares for sale by W&R to the public and to qualify or to permit W&R to qualify such shares for offering to the public in such states as may from time to time be agreed upon; 2) to immediately advise W&R (i) when any post-effective amendment to its registration statement or any further amendment or supplement thereto or any further registration statement or amendment or supplement thereto becomes effective, (ii) of any request by the SEC for amendments to the registration statement(s) or to any then effective prospectus or statement of additional information ("SAI") or for additional information, (iii) of the issuance by the SEC of any stop-order suspending the effectiveness of the registration statement or the initiation of any proceedings for that purpose, and (iv) of the happening of any event which makes untrue any material statement made in the registration statement or any then effective prospectus or SAI or which, in the opinion of counsel for the Company, requires the making of a change in the registration statement or any then effective prospectus or SAI in order to make the statements therein not misleading; in case of the happening at any time of any event which materially affects the Company or its securities and which should be set forth in a supplement to or an amendment of any then effective prospectus or SAI in order to make the statements therein not misleading, to prepare and furnish to W&R such amendment or amendments to that prospectus or SAI as will correct the prospectus or SAI so that as corrected it will not contain, or such supplement or supplements to that prospectus or SAI which when read in conjunction with that prospectus or SAI will make the combined information not contain any untrue statement of a material fact or any omission to state any material fact necessary in order to make the statements in that prospectus or SAI not misleading; if any time the SEC shall issue any stop-order suspending the effectiveness of the registration statement, to make every reasonable effort to obtain the prompt lifting of such order; and, before filing any amendment to the registration statement or to any then effective prospectusprospectus or SAI, to furnish W&R with a copy of the proposed amendment; 3) to advise W&R of the net asset value of the shares of each of its Funds Portfolios and Classes, as applicable, as often as computed and to furnish to W&R as soon as practical such information as may be reasonably requested by W&R in order that it may know all of the facts necessary to sell shares of the Company; 4) to make delivery of its shares subject to the provisions of its Articles of Incorporation and Bylaws to W&R as ordered by W&R as soon as reasonably possible after receipt of the orders and against payment of the consideration to be received by the Company therefor from W&R; 5) to pay or cause to be paid all expenses incident to the issuance, transfer, registration and delivery of its shares, all taxes in connection therewith, costs and expenses incident to preparing and filing any registration statements statements, prospectuses and prospectuses SAIs and any amendments or supplements to a registration statement statement, a prospectus or a prospectusan SAI, statutory fees incidental to the registration of additional shares with the SEC, statutory fees and expenses incurred in connection with any Blue Sky law qualifications undertaken by or at the request of W&R, and the fees and expenses of the Company's counsel, accountants or any other experts used in connection with the foregoing; and 6) not without the consent of W&R to offer any of its shares for sale directly or to any persons or corporations other than W&R, except only: a) the reinvestment of dividends and/or distributions or their declaration in shares of the Company, in optional form or otherwise; b) the issuance of additional shares to stock splits or stock dividends; c) sale of shares to another investment or securities holding company in the process of purchasing all or a portion of its assets; d) in connection with an exchange of shares of the Company for shares in another investment or securities holding company; e) the sale of shares to registered unit investment trusts; or f) in connection with the exchange of one FundPortfolio's shares for shares of another Fund Portfolio of the Company. B. W&R agrees 1) to offer Company shares in such states as may be agreed upon through its retail account representatives and, at its sole discretion, through broker-dealers which are members of the NASD on such terms as are not inconsistent with this Agreement; 2) to order shares from the Company only after it has received a purchase order therefor; 3) to pay to the Company the net asset value of shares sold within two business days after the day payment is received by W&R at its principal place of business from the investor or broker-dealer, or pay the Company at such other time as may be agreed upon hereafter by the Company and W&R, or as may be prescribed by law or the Rules of the NASD; 4) in offering shares to comply with the provisions of the Articles of Incorporation and Bylaws of the Company and with the provisions stated in its applicable then current prospectus(es) and statement of additional informationSAI; 5) to timely to inform the Company of any action or proceeding to terminate, revoke or suspend W&R's registration as a broker-dealer with the SEC, membership in the NASD, or authority with any state securities commission to offer Company shares; and 6) to pay the cost of all sales literature, advertising and other materials which it may at its discretion use in connection with the sale of Company shares, including the cost of reports to the shareholders of the Company in excess of the cost of reports to existing shareholders and the cost of printing the prospectus(es) furnished to it by the Company.

APPOINTMENT OF UNDERWRITER and OBLIGATIONS. The Company hereby hereby, as applicable, appoints W&RIFDI or continues the appointment of IFDI, and W&R IFDI, as applicable, agrees to act or continues to act, as the Company's principal underwriter under the terms and provisions of this Agreement. A. Company agrees 1) to use its best efforts to register from time to time under the Securities Act of 1933 (the "Securities Act") adequate amounts of its shares for sale by W&R to the public through broker-dealers with which IFDI contracts and to qualify or to permit W&R IFDI to qualify such shares for offering to the public in such states as may from time to time be agreed upon; 2) to immediately advise W&R IFDI (i) when any post-effective amendment to its registration statement or any further amendment or supplement thereto or any further registration statement or amendment or supplement thereto becomes effective, (ii) of any request by the SEC for amendments to the registration statement(s) or any then effective prospectus or for additional information, (iii) of the issuance by the SEC of any stop-order suspending the effectiveness of the registration statement or the initiation of any proceedings for that purpose, and (iv) of the happening of any event which makes untrue any material statement made in the registration statement or any then effective prospectus or which, in the opinion of counsel for the Company, requires the making of a change in the registration statement or any then effective prospectus in order to make the statements therein not misleading; in case of the happening at any time of any event which materially affects the Company or its securities and which should be set forth in a supplement to or an amendment of any then effective prospectus in order to make the statements therein not misleading, to prepare and furnish to W&R IFDI such amendment or amendments to that prospectus as will correct the prospectus so that as corrected it will not contain, or such supplement or supplements to that prospectus which when read in conjunction with that prospectus will make the combined information not contain any untrue statement of a material fact or any omission to state any material fact necessary in order to make the statements in that prospectus not misleading; if any time the SEC shall issue any stop-order suspending the effectiveness of the registration statement, to make every reasonable effort to obtain the prompt lifting of such order; and, before filing any amendment to the registration statement or to any then effective prospectus, to furnish W&R IFDI with a copy of the proposed amendment; 3) to advise W&R IFDI of the net asset value of the shares of each of its Funds and Classes, as applicable, as often as computed and to furnish to W&R IFDI as soon as practical such information as may be reasonably requested by W&R IFDI in order that it may know all of the facts necessary to sell provide for the sale of shares of the Company; 4) to make delivery of its shares subject to the provisions of its Articles of Incorporation and Bylaws to W&R as ordered by W&R as soon as reasonably possible after receipt of the orders and against payment of the consideration to be received by the Company therefor from W&R; 5) to pay or cause to be paid all expenses incident to the issuance, transfer, registration and delivery of its shares, all taxes in connection therewith, costs and expenses incident to preparing and filing any registration statements and prospectuses and any amendments or supplements to a registration statement or a prospectus, statutory fees incidental to the registration of additional shares with the SEC, statutory fees and expenses incurred in connection with any Blue Sky law qualifications undertaken by or at the request of W&RIFDI, and the fees and expenses of the Company's counsel, accountants or any other experts used in connection with the foregoing; and 65) not without the consent of W&R IFDI to offer any of its shares for sale directly or to any persons or corporations other than W&Rthrough IFDI, except only: a) the reinvestment of dividends and/or distributions or their declaration in shares of the Company, in optional form or otherwise; b) the issuance of additional shares to stock splits or stock dividends; c) sale of shares to another investment or securities holding company in the process of purchasing all or a portion of its assets; d) in connection with an exchange of shares of the Company for shares in another investment or securities holding company; e) the sale of shares to registered unit investment trusts; or f) in connection with the exchange of one Fund's shares for shares of another Fund of the Company. B. W&R IFDI agrees 1) to offer Company shares in such states as may be agreed upon through its retail account representatives and, at its sole discretion, through broker-dealers which are members of the NASD on such terms as are not inconsistent with this Agreement; 2) to order shares from the Company only after it has received a purchase order therefor; 3) to pay to the Company the net asset value of shares sold within two business days after the day payment is received by W&R at its principal place of business from the investor or broker-dealer, or pay the Company at such other time as may be agreed upon hereafter by the Company and W&R, or as may be prescribed by law or the Rules of the NASD; 4) in offering shares through other broker-dealers to comply with the provisions of the Articles of Incorporation and Bylaws of the Company and with the provisions stated in its applicable then current prospectus(es) and statement of additional information); 53) timely to inform the Company of any action or proceeding to terminate, revoke or suspend W&RIFDI's registration as a broker-dealer with the SEC, membership in the NASD, or authority with any state securities commission to offer Company shares; and 64) to pay the cost of all sales literature, advertising and other materials which it may at its discretion use in connection with the sale of Company shares, including the cost of reports to the shareholders of the Company in excess of the cost of reports to existing shareholders and the cost of printing the prospectus(es) furnished to it by the Company.

APPOINTMENT OF UNDERWRITER and OBLIGATIONS. The Company hereby appoints W&R, and W&R agrees to act, as the Company's principal underwriter under the terms and provisions of this Agreement. A. Company agrees 1) to use its best efforts to register from time to time under the Securities Act of 1933 (the "Securities Act") adequate amounts of its shares for sale by W&R to the public and to qualify or to permit W&R to qualify such shares for offering to the public in such states as may from time to time be agreed upon; 2) to immediately advise W&R (i) when any post-effective amendment to its registration statement or any further amendment or supplement thereto or any further registration statement or amendment or supplement thereto becomes effective, (ii) of any request by the SEC for amendments to the registration statement(s) or to any then effective prospectus or statement of additional information ("SAI") or for additional information, (iii) of the issuance by the SEC of any stop-order suspending the effectiveness of the registration statement or the initiation of any proceedings for that purpose, and (iv) of the happening of any event which makes untrue any material statement made in the registration statement or any then effective prospectus or SAI or which, in the opinion of counsel for the Company, requires the making of a change in the registration statement or any then effective prospectus or SAI in order to make the statements therein not misleading; in case of the happening at any time of any event which materially affects the Company or its securities and which should be set forth in a supplement to or an amendment of any then effective prospectus or SAI in order to make the statements therein not misleading, to prepare and furnish to W&R such amendment or amendments to that prospectus or SAI as will correct the prospectus or SAI so that as corrected it will not contain, or such supplement or supplements to that prospectus or SAI which when read in conjunction with that prospectus or SAI will make the combined information not contain any untrue statement of a material fact or any omission to state any material fact necessary in order to make the statements in that prospectus or SAI not misleading; if any time the SEC shall issue any stop-order suspending the effectiveness of the registration statement, to make every reasonable effort to obtain the prompt lifting of such order; and, before filing any amendment to the registration statement or to any then effective prospectusprospectus or SAI, to furnish W&R with a copy of the proposed amendment; 3) to advise W&R of the net asset value of the shares of each of its Funds Portfolios and Classes, as applicable, as often as computed and to furnish to W&R as soon as practical such information as may be reasonably requested by W&R in order that it may know all of the facts necessary to sell shares of the Company; 4) to make delivery of its shares subject to the provisions of its Articles of Incorporation and Bylaws to W&R as ordered by W&R as soon as reasonably possible after receipt of the orders and against payment of the consideration to be received by the Company therefor from W&R; 5) to pay or cause to be paid all expenses incident to the issuance, transfer, registration and delivery of its shares, all taxes in connection therewith, costs and expenses incident to preparing and filing any registration statements statements, prospectuses and prospectuses SAIs and any amendments or supplements to a registration statement statement, a prospectus or a prospectusan SAI, statutory fees incidental to the registration of additional shares with the SEC, statutory fees and expenses incurred in connection with any Blue Sky law qualifications undertaken by or at the request of W&R, and the fees and expenses of the Company's counsel, accountants or any other experts used in connection with the foregoing; and 6) not without the consent of W&R to offer any of its shares for sale directly or to any persons or corporations other than W&R, except only: a) the reinvestment of dividends and/or distributions or their declaration in shares of the Company, in optional form or otherwise; b) the issuance of additional shares to stock splits or stock dividends; c) sale of shares to another investment or securities holding company in the process of purchasing all or a portion of its assets; d) in connection with an exchange of shares of the Company for shares in another investment or securities holding company; e) the sale of shares to registered unit investment trusts; or f) in connection with the exchange of one FundPortfolio's shares for shares of another Fund Portfolio of the Company. B. W&R agrees 1) to offer Company shares in such states as may be agreed upon through its retail account representatives and, at its sole discretion, through broker-dealers which are members of the NASD on such terms as are not inconsistent with this Agreement; 2) to order shares from the Company only after it has received a purchase order therefor; 3) to pay to the Company the net asset value of shares sold within two business days after the day payment is received by W&R at its principal place of business from the investor or broker-dealer, or pay the Company at such other time as may be agreed upon hereafter by the Company and W&R, or as may be prescribed by law or the Rules of the NASD; 4) in offering shares to comply with the provisions of the Articles of Incorporation and Bylaws of the Company and with the provisions stated in its applicable then current prospectus(es) and statement of additional informationSAI; 5) to timely to inform the Company of any action or proceeding to terminate, revoke or suspend W&R's registration as a broker-dealer with the SEC, membership in the NASD, or authority with any state securities commission to offer Company shares; and 6) to pay the cost of all sales literature, advertising and other materials which it may at its discretion use in connection with the sale of Company shares, including the cost of reports to the shareholders of the Company in excess of the cost of reports to existing shareholders and the cost of printing the prospectus(es) furnished to it by the Company.

APPOINTMENT OF UNDERWRITER and OBLIGATIONS. The Company hereby hereby, as applicable, appoints W&RIFDI or continues the appointment of IFDI, and W&R IFDI, as applicable, agrees to act or continues to act, as the Company's ’s principal underwriter under the terms and provisions of this Agreement. A. Company agrees 1) to use its best efforts to register from time to time under the Securities Act of 1933 (the "“Securities Act"”) adequate amounts of its shares for sale by W&R IFDI to the public through broker-dealers with which IFDI contracts and to qualify or to permit W&R IFDI to qualify such shares for offering to the public in such states as may from time to time be agreed upon; 2) to immediately advise W&R IFDI (i) when any post-effective amendment to its registration statement or any further amendment or supplement thereto or any further registration statement or amendment or supplement thereto becomes effective, (ii) of any request by the SEC for amendments to the registration statement(s) or any then effective prospectus or for additional information, (iii) of the issuance by the SEC of any stop-order suspending the effectiveness of the registration statement or the initiation of any proceedings for that purpose, and (iv) of the happening of any event which makes untrue any material statement made in the registration statement or any then effective prospectus or which, in the opinion of counsel for the Company, requires the making of a change in the registration statement or any then effective prospectus in order to make the statements therein not misleading; in case of the happening at any time of any event which materially affects the Company or its securities and which should be set forth in a supplement to or an amendment of any then effective prospectus in order to make the statements therein not misleading, to prepare and furnish to W&R IFDI such amendment or amendments to that prospectus as will correct the prospectus so that as corrected it will not contain, or such supplement or supplements to that prospectus which when read in conjunction with that prospectus will make the combined information not contain any untrue statement of a material fact or any omission to state any material fact necessary in order to make the statements in that prospectus not misleading; if any time the SEC shall issue any stop-order suspending the effectiveness of the registration statement, to make every reasonable effort to obtain the prompt lifting of such order; and, before filing any amendment to the registration statement or to any then effective prospectus, to furnish W&R IFDI with a copy of the proposed amendment; 3) to advise W&R IFDI of the net asset value of the shares of each of its Funds and Classes, as applicable, as often as computed and to furnish to W&R IFDI as soon as practical such information as may be reasonably requested by W&R IFDI in order that it may know all of the facts necessary to sell provide for the sale of shares of the Company; 4) to make delivery of its shares subject to the provisions of its Articles of Incorporation and Bylaws to W&R as ordered by W&R as soon as reasonably possible after receipt of the orders and against payment of the consideration to be received by the Company therefor from W&R; 5) to pay or cause to be paid all expenses incident to the issuance, transfer, registration and delivery of its shares, all taxes in connection therewith, costs and expenses incident to preparing and filing any registration statements and prospectuses and any amendments or supplements to a registration statement or a prospectus, statutory fees incidental to the registration of additional shares with the SEC, statutory fees and expenses incurred in connection with any Blue Sky law qualifications undertaken by or at the request of W&RIFDI, and the fees and expenses of the Company's ’s counsel, accountants or any other experts used in connection with the foregoing; and 65) not without the consent of W&R IFDI to offer any of its shares for sale directly or to any persons or corporations other than W&Rthrough IFDI, except only: a) the reinvestment of dividends and/or distributions or their declaration in shares of the Company, in optional form or otherwise; b) the issuance of additional shares to stock splits or stock dividends; c) sale of shares to another investment or securities holding company in the process of purchasing all or a portion of its assets; d) in connection with an exchange of shares of the Company for shares in another investment or securities holding company; e) the sale of shares to registered unit investment trusts; or f) in connection with the exchange of one Fund's ’s shares for shares of another Fund of the Company. B. W&R IFDI agrees 1) to offer Company shares in such states as may be agreed upon through its retail account representatives and, at its sole discretion, through broker-dealers which are members of the NASD on such terms as are not inconsistent with this Agreement; 2) to order shares from the Company only after it has received a purchase order therefor; 3) to pay to the Company the net asset value of shares sold within two business days after the day payment is received by W&R at its principal place of business from the investor or broker-dealer, or pay the Company at such other time as may be agreed upon hereafter by the Company and W&R, or as may be prescribed by law or the Rules of the NASD; 4) in offering shares through other broker-dealers to comply with the provisions of the Articles of Incorporation and Bylaws of the Company and with the provisions stated in its applicable then current prospectus(es) and statement of additional information); 53) timely to inform the Company of any action or proceeding to terminate, revoke or suspend W&R's IFDI’s registration as a broker-dealer with the SEC, membership in the NASD, or authority with any state securities commission to offer Company shares; and 64) to pay the cost of all sales literature, advertising and other materials which it may at its discretion use in connection with the sale of Company shares, including the cost of reports to the shareholders of the Company in excess of the cost of reports to existing shareholders and the cost of printing the prospectus(es) furnished to it by the Company.

APPOINTMENT OF UNDERWRITER and OBLIGATIONS. The Company hereby Trust hereby, as applicable, appoints W&RIFDI or continues the appointment of IFDI, and W&R IFDI, as applicable, agrees to act or continues to act, as the CompanyTrust's principal underwriter under the terms and provisions of this Agreement. A. Company Trust agrees 1) to use its best efforts to register from time to time under the Securities Act of 1933 (the "Securities Act") adequate amounts of its shares for sale by W&R to the public through broker-dealers with which IFDI contracts and to qualify or to permit W&R IFDI to qualify such shares for offering to the public in such states as may from time to time be agreed upon; 2) to immediately advise W&R IFDI (i) when any post-effective amendment to its registration statement or any further amendment or supplement thereto or any further registration statement or amendment or supplement thereto becomes effective, (ii) of any request by the SEC for amendments to the registration statement(s) or any then effective prospectus or for additional information, (iii) of the issuance by the SEC of any stop-order suspending the effectiveness of the registration statement or the initiation of any proceedings for that purpose, and (iv) of the happening of any event which makes untrue any material statement made in the registration statement or any then effective prospectus or which, in the opinion of counsel for the CompanyTrust, requires the making of a change in the registration statement or any then effective prospectus in order to make the statements therein not misleading; in case of the happening at any time of any event which materially affects the Company Trust or its securities and which should be set forth in a supplement to or an amendment of any then effective prospectus in order to make the statements therein not misleading, to prepare and furnish to W&R IFDI such amendment or amendments to that prospectus as will correct the prospectus so that as corrected it will not contain, or such supplement or supplements to that prospectus which when read in conjunction with that prospectus will make the combined information not contain any untrue statement of a material fact or any omission to state any material fact necessary in order to make the statements in that prospectus not misleading; if any time the SEC shall issue any stop-order suspending the effectiveness of the registration statement, to make every reasonable effort to obtain the prompt lifting of such order; and, before filing any amendment to the registration statement or to any then effective prospectus, to furnish W&R IFDI with a copy of the proposed amendment; 3) to advise W&R IFDI of the net asset value of the shares of each of its Funds and Classes, as applicable, as often as computed and to furnish to W&R IFDI as soon as practical such information as may be reasonably requested by W&R IFDI in order that it may know all of the facts necessary to sell provide for the sale of shares of the CompanyTrust; 4) to make delivery of its shares subject to the provisions of its Articles of Incorporation and Bylaws to W&R as ordered by W&R as soon as reasonably possible after receipt of the orders and against payment of the consideration to be received by the Company therefor from W&R; 5) to pay or cause to be paid all expenses incident to the issuance, transfer, registration and delivery of its shares, all taxes in connection therewith, costs and expenses incident to preparing and filing any registration statements and prospectuses and any amendments or supplements to a registration statement or a prospectus, statutory fees incidental to the registration of additional shares with the SEC, statutory fees and expenses incurred in connection with any Blue Sky law qualifications undertaken by or at the request of W&RIFDI, and the fees and expenses of the CompanyTrust's counsel, accountants or any other experts used in connection with the foregoing; and 65) not without the consent of W&R IFDI to offer any of its shares for sale directly or to any persons or corporations other than W&Rthrough IFDI, except only: a) the reinvestment of dividends and/or distributions or their declaration in shares of the CompanyTrust, in optional form or otherwise; b) the issuance of additional shares to stock splits or stock dividends; c) sale of shares to another investment or securities holding company in the process of purchasing all or a portion of its assets; d) in connection with an exchange of shares of the Company Trust for shares in another investment or securities holding company; e) the sale of shares to registered unit investment trusts; or f) in connection with the exchange of one Fund's shares for shares of another Fund of the CompanyTrust. B. W&R IFDI agrees 1) to offer Company Trust shares in such states as may be agreed upon through its retail account representatives and, at its sole discretion, through broker-dealers which are members of the NASD FINRA on such terms as are not inconsistent with this Agreement; 2) to order shares from the Company only after it has received a purchase order therefor; 3) to pay to the Company the net asset value of shares sold within two business days after the day payment is received by W&R at its principal place of business from the investor or broker-dealer, or pay the Company at such other time as may be agreed upon hereafter by the Company and W&R, or as may be prescribed by law or the Rules of the NASD; 4) in offering shares through other broker-dealers to comply with the provisions of the Articles Declaration of Incorporation Trust and Bylaws of the Company Trust and with the provisions stated in its applicable then current prospectus(es) and statement of additional information); 53) timely to inform the Company Trust of any action or proceeding to terminate, revoke or suspend W&RIFDI's registration as a broker-dealer with the SEC, membership in the NASDFINRA, or authority with any state securities commission to offer Company Trust shares; and 64) to pay the cost of all sales literature, advertising and other materials which it may at its discretion use in connection with the sale of Company Trust shares, including the cost of reports to the shareholders of the Company Trust in excess of the cost of reports to existing shareholders and the cost of printing the prospectus(es) furnished to it by the CompanyTrust.

APPOINTMENT OF UNDERWRITER and OBLIGATIONS. The Company Trust hereby appoints W&R, W&R and W&R agrees to act, act as the Company's Trust’s principal underwriter under the terms and provisions of this Agreement. A. Company Trust agrees 1) to use its best efforts to register from time to time under the Securities Act of 1933 (the "“Securities Act"”) adequate amounts of its shares for sale by W&R to the public and to qualify or to permit W&R to qualify such shares for offering to the public in such states as may from time to time be agreed upon; 2) to immediately advise W&R W&R (i) when any post-effective amendment to its registration statement or any further amendment or supplement thereto or any further registration statement or amendment or supplement thereto becomes effective, (ii) of any request by the SEC for amendments to the registration statement(s) or any then effective prospectus or for statement of additional information (“SAI”) or for additional information, (iii) of the issuance by the SEC of any stop-order suspending the effectiveness of the registration statement or the initiation of any proceedings for that purpose, and (iv) of the happening of any event which makes untrue any material statement made in the registration statement or any then effective prospectus or SAI or which, in the opinion of counsel for the CompanyTrust, requires the making of a change in the registration statement or any then effective prospectus or SAI in order to make the statements therein not misleading; in case of the happening at any time of any event which materially affects the Company Trust or its securities and which should be set forth in a supplement to or an amendment of any then effective prospectus or SAI in order to make the statements therein not misleading, to prepare and furnish to W&R such amendment or amendments to that prospectus or SAI as will correct the prospectus or SAI so that as corrected it will not contain, or such supplement or supplements to that prospectus or SAI which when read in conjunction with that prospectus or SAI will make the combined information not contain any untrue statement of a material fact or any omission to state any material fact necessary in order to make the statements in that prospectus or SAI not misleading; if any time the SEC shall issue any stop-order suspending the effectiveness of the registration statement, to make every reasonable effort to obtain the prompt lifting of such order; and, before filing any amendment to the registration statement or to any then effective prospectusprospectus or SAI, to furnish W&R with a copy of the proposed amendment; 3) to advise W&R of the net asset value of the shares of each of its Funds and Classes, as applicable, as often as computed and to furnish to W&R as soon as practical such information as may be reasonably requested by W&R in order that it may know all of the facts necessary to sell shares of the CompanyFunds; 4) to make delivery of its shares subject to the provisions of its Articles of Incorporation Trust Instrument and Bylaws to W&R as ordered by W&R as soon as reasonably possible after receipt of the orders and against payment of the consideration to be received by the Company Trust therefor from W&R; 5) to pay or cause to be paid all expenses incident to the issuance, transfer, registration and delivery of its shares, all taxes in connection therewith, costs and expenses incident to preparing and filing any registration statements and prospectuses and any amendments or supplements to a registration statement or a prospectus, statutory fees incidental to the registration of additional shares with the SEC, statutory fees and expenses incurred in connection with any Blue Sky law qualifications undertaken by or at the request of W&R, and the fees and expenses of the Company's Trust’s counsel, accountants or any other experts used in connection with the foregoing; and 6) not without the consent of W&R to offer any of its shares for sale directly or to any persons or corporations other than W&R, except only: a) the reinvestment of dividends and/or distributions or their declaration in shares of the CompanyFunds, in optional form or otherwise; b) the issuance of additional shares to stock splits or stock dividends; c) sale of shares to another investment or securities holding company in the process of purchasing all or a portion of its assets; d) in connection with an exchange of shares of the Company Funds for shares in another investment or securities holding company; e) the sale of shares to registered unit investment trusts; or f) in connection with the exchange of one Fund's ’s shares for shares of another Fund of the CompanyTrust. B. W&R agrees 1) to offer Company Fund shares in such states as may be agreed upon through its retail account representatives and, at its sole discretion, through broker-dealers which are members of the NASD FINRA on such terms as are not inconsistent with this Agreement; 2) to order shares from the Company Trust only after it has received a purchase order therefor; 3) to pay to the Company Trust the net asset value of shares sold within two business days after the day payment is received by W&R at its principal place of business from the investor or broker-dealer, or pay the Company Trust at such other time as may be agreed upon hereafter by the Company Trust and W&R, or as may be prescribed by law or the Rules of the NASDFINRA; 4) in offering shares to comply with the provisions of the Articles Declaration of Incorporation Trust and Bylaws of the Company Trust and with the provisions stated in its applicable then current prospectus(es) and statement of additional informationSAI; 5) to timely to inform the Company Trust of any action or proceeding to terminate, revoke or suspend W&R's ’s registration as a broker-dealer with the SEC, membership in the NASDFINRA, or authority with any state securities commission to offer Company Fund shares; and 6) to pay the cost of all sales literature, advertising and other materials which it may at its discretion use in connection with the sale of Company Fund shares, including the cost of reports to the shareholders of the Company Funds in excess of the cost of reports to existing shareholders and the cost of printing the prospectus(es) furnished to it by the CompanyTrust.

APPOINTMENT OF UNDERWRITER and OBLIGATIONS. The Company hereby Trust hereby, as applicable, appoints W&RIDI or continues the appointment of IDI, and W&R IDI, as applicable, agrees to act or continues to act, as the Company's Trust’s principal underwriter under the terms and provisions of this Agreement. A. Company Trust agrees 1) to use its best efforts to register from time to time under the Securities Act of 1933 (the "“Securities Act"”) adequate amounts of its shares for sale by W&R to the public through broker-dealers with which IDI contracts and to qualify or to permit W&R IDI to qualify such shares for offering to the public in such states as may from time to time be agreed upon; 2) to immediately advise W&R IDI (i) when any post-effective amendment to its registration statement or any further amendment or supplement thereto or any further registration statement or amendment or supplement thereto becomes effective, (ii) of any request by the SEC for amendments to the registration statement(s) or any then effective prospectus or for additional information, (iii) of the issuance by the SEC of any stop-order suspending the effectiveness of the registration statement or the initiation of any proceedings for that purpose, and (iv) of the happening of any event which makes untrue any material statement made in the registration statement or any then effective prospectus or which, in the opinion of counsel for the CompanyTrust, requires the making of a change in the registration statement or any then effective prospectus in order to make the statements therein not misleading; in case of the happening at any time of any event which materially affects the Company Trust or its securities and which should be set forth in a supplement to or an amendment of any then effective prospectus in order to make the statements therein not misleading, to prepare and furnish to W&R IDI such amendment or amendments to that prospectus as will correct the prospectus so that as corrected it will not contain, or such supplement or supplements to that prospectus which when read in conjunction with that prospectus will make the combined information not contain any untrue statement of a material fact or any omission to state any material fact necessary in order to make the statements in that prospectus not misleading; if any time the SEC shall issue any stop-order suspending the effectiveness of the registration statement, to make every reasonable effort to obtain the prompt lifting of such order; and, before filing any amendment to the registration statement or to any then effective prospectus, to furnish W&R xxxxxxx XXX with a copy of the proposed amendment; 3) to advise W&R IDI of the net asset value of the shares of each of its Funds and Classes, as applicable, as often as computed and to furnish to W&R IDI as soon as practical such information as may be reasonably requested by W&R IDI in order that it may know all of the facts necessary to sell provide for the sale of shares of the CompanyTrust; 4) to make delivery of its shares subject to the provisions of its Articles of Incorporation and Bylaws to W&R as ordered by W&R as soon as reasonably possible after receipt of the orders and against payment of the consideration to be received by the Company therefor from W&R; 5) to pay or cause to be paid all expenses incident to the issuance, transfer, registration and delivery of its shares, all taxes in connection therewith, costs and expenses incident to preparing and filing any registration statements and prospectuses and any amendments or supplements to a registration statement or a prospectus, statutory fees incidental to the registration of additional shares with the SEC, statutory fees and expenses incurred in connection with any Blue Sky law qualifications undertaken by or at the request of W&RIDI, and the fees and expenses of the Company's Trust’s counsel, accountants or any other experts used in connection with the foregoing; and 65) not without the consent of W&R IDI to offer any of its shares for sale directly or to any persons or corporations other than W&Rthrough IDI, except only: a) the reinvestment of dividends and/or distributions or their declaration in shares of the CompanyTrust, in optional form or otherwise; b) the issuance of additional shares to stock splits or stock dividends; c) sale of shares to another investment or securities holding company in the process of purchasing all or a portion of its assets; d) in connection with an exchange of shares of the Company Trust for shares in another investment or securities holding company; e) the sale of shares to registered unit investment trusts; or f) in connection with the exchange of one Fund's ’s shares for shares of another Fund of the CompanyTrust. B. W&R IDI agrees 1) to offer Company Trust shares in such states as may be agreed upon through its retail account representatives and, at its sole discretion, through broker-dealers which are members of the NASD FINRA on such terms as are not inconsistent with this Agreement; 2) to order shares from the Company only after it has received a purchase order therefor; 3) to pay to the Company the net asset value of shares sold within two business days after the day payment is received by W&R at its principal place of business from the investor or broker-dealer, or pay the Company at such other time as may be agreed upon hereafter by the Company and W&R, or as may be prescribed by law or the Rules of the NASD; 4) in offering shares through other broker-dealers to comply with the provisions of the Articles Declaration of Incorporation Trust and Bylaws of the Company Trust and with the provisions stated in its applicable then current prospectus(es) and statement of additional information); 53) timely to inform the Company Trust of any action or proceeding to terminate, revoke or suspend W&R's IDI’s registration as a broker-dealer with the SEC, membership in the NASDFINRA, or authority with any state securities commission to offer Company Trust shares; and 64) to pay the cost of all sales literature, advertising and other materials which it may at its discretion use in connection with the sale of Company Trust shares, including the cost of reports to the shareholders of the Company Trust in excess of the cost of reports to existing shareholders and the cost of printing the prospectus(es) furnished to it by the CompanyTrust.

APPOINTMENT OF UNDERWRITER and OBLIGATIONS. The Company Trust hereby appoints W&R, W&R and W&R agrees to act, act as the CompanyTrust's principal underwriter under the terms and provisions of this Agreement. A. Company Trust agrees 1) to use its best efforts to register from time to time under the Securities Act of 1933 (the "Securities Act") adequate amounts of its shares for sale by W&R to the public and to qualify or to permit W&R to qualify such shares for offering to the public in such states as may from time to time be agreed upon; 2) to immediately advise W&R W&R (i) when any post-effective amendment to its registration statement or any further amendment or supplement thereto or any further registration statement or amendment or supplement thereto becomes effective, (ii) of any request by the SEC for amendments to the registration statement(s) or any then effective prospectus or for additional information, (iii) of the issuance by the SEC of any stop-order suspending the effectiveness of the registration statement or the initiation of any proceedings for that purpose, and (iv) of the happening of any event which makes untrue any material statement made in the registration statement or any then effective prospectus or which, in the opinion of counsel for the CompanyTrust, requires the making of a change in the registration statement or any then effective prospectus in order to make the statements therein not misleading; in case of the happening at any time of any event which materially affects the Company Trust or its securities and which should be set forth in a supplement to or an amendment of any then effective prospectus in order to make the statements therein not misleading, to prepare and furnish to W&R such amendment or amendments to that prospectus as will correct the prospectus so that as corrected it will not contain, or such supplement or supplements to that prospectus which when read in conjunction with that prospectus will make the combined information not contain any untrue statement of a material fact or any omission to state any material fact necessary in order to make the statements in that prospectus not misleading; if any time the SEC shall issue any stop-order suspending the effectiveness of the registration statement, to make every reasonable effort to obtain the prompt lifting of such order; and, before filing any amendment to the registration statement or to any then effective prospectus, to furnish W&R with a copy of the proposed amendment; 3) to advise W&R of the net asset value of the shares of each of its Funds and Classes, as applicable, as often as computed and to furnish to W&R as soon as practical such information as may be reasonably requested by W&R in order that it may know all of the facts necessary to sell shares of the CompanyFunds; 4) to make delivery of its shares subject to the provisions of its Articles of Incorporation Trust Instrument and Bylaws to W&R as ordered by W&R as soon as reasonably possible after receipt of the orders and against payment of the consideration to be received by the Company Trust therefor from W&R; 5) to pay or cause to be paid all expenses incident to the issuance, transfer, registration and delivery of its shares, all taxes in connection therewith, costs and expenses incident to preparing and filing any registration statements and prospectuses and any amendments or supplements to a registration statement or a prospectus, statutory fees incidental to the registration of additional shares with the SEC, statutory fees and expenses incurred in connection with any Blue Sky law qualifications undertaken by or at the request of W&R, and the fees and expenses of the CompanyTrust's counsel, accountants or any other experts used in connection with the foregoing; and 6) not without the consent of W&R to offer any of its shares for sale directly or to any persons or corporations other than W&R, except only: a) the reinvestment of dividends and/or distributions or their declaration in shares of the CompanyFunds, in optional form or otherwise; b) the issuance of additional shares to stock splits or stock dividends; c) sale of shares to another investment or securities holding company in the process of purchasing all or a portion of its assets; d) in connection with an exchange of shares of the Company Funds for shares in another investment or securities holding company; e) the sale of shares to registered unit investment trusts; or f) in connection with the exchange of one Fund's shares for shares of another Fund of the CompanyTrust. B. W&R agrees 1) to offer Company Fund shares in such states as may be agreed upon through its retail account representatives and, at its sole discretion, through broker-dealers which are members of the NASD FINRA on such terms as are not inconsistent with this Agreement; 2) to order shares from the Company Trust only after it has received a purchase order therefor; 3) to pay to the Company Trust the net asset value of shares sold within two business days after the day payment is received by W&R at its principal place of business from the investor or broker-dealer, or pay the Company Trust at such other time as may be agreed upon hereafter by the Company Trust and W&R, or as may be prescribed by law or the Rules of the NASDFINRA; 4) in offering shares to comply with the provisions of the Articles Declaration of Incorporation Trust and Bylaws of the Company Trust and with the provisions stated in its applicable then current prospectus(es) and statement of additional information); 5) to timely to inform the Company Trust of any action or proceeding to terminate, revoke or suspend W&R's registration as a broker-dealer with the SEC, membership in the NASDFINRA, or authority with any state securities commission to offer Company Fund shares; and 6) to pay the cost of all sales literature, advertising and other materials which it may at its discretion use in connection with the sale of Company Fund shares, including the cost of reports to the shareholders of the Company Funds in excess of the cost of reports to existing shareholders and the cost of printing the prospectus(es) furnished to it by the CompanyTrust.