0000793300-95-000004 Sample Contracts

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WITNESSETH:
Accounting Services Agreement • November 13th, 1995 • United High Income Fund Ii Inc
WITNESSETH:
Investment Management Agreement • November 13th, 1995 • United High Income Fund Ii Inc
Between
Custodian Agreement • November 13th, 1995 • United High Income Fund Ii Inc
EX-99.B5-h2assign Assignment Waddell & Reed, Inc. ("W&R") does hereby assign, transfer and convey, and United High Income Fund II, Inc. ("Fund") does hereby consent to the assignment, transfer and conveyance of, effective January 8, 1992, the...
United High Income Fund Ii Inc • November 13th, 1995

Waddell & Reed, Inc. ("W&R") does hereby assign, transfer and convey, and United High Income Fund II, Inc. ("Fund") does hereby consent to the assignment, transfer and conveyance of, effective January 8, 1992, the Investment Management Agreement between W&R and the Fund, dated August l, 1990, to Waddell & Reed Investment Management Company ("WRIMCO"), a wholly owned subsidiary of W&R. W&R has provided certain undertakings, agreements and guarantees in connection with this assignment as provided in the Guarantee of Performance attached hereto as Exhibit A.

WADDELL & REED, INC.
Agreement • November 13th, 1995 • United High Income Fund Ii Inc

Waddell & Reed, Inc., in consideration of the issuance and sale to it by UNITED HIGH INCOME FUND II, INC. (Fund) of 20,000 shares of the Fund's common stock for the payment of $100,000, the receipt of which is acknowledged by the Fund, hereby recognizes that said amount was paid to the Fund in order for the Fund to comply with Section 14 of the Investment Company Act of 1940, and agrees that it shall hold said shares for investment and not with a view toward resale or requesting their redemption.

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