0001193125-12-185544 Sample Contracts

AMENDMENT TO INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • April 26th, 2012 • Invested Portfolios

THIS AGREEMENT, dated as of October 10, 2011, is entered into by and between InvestEd Portfolios (f/k/a Waddell & Reed InvestEd Portfolios) (the “Trust”) and Waddell & Reed Investment Management Company (“WRIMCO”), with respect to each series of the Trust listed in Exhibit A (each, a “Fund”).

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AMENDMENT TO UNDERWRITING AGREEMENT
Underwriting Agreement • April 26th, 2012 • Invested Portfolios

THIS AGREEMENT, dated as of October 10, 2011, is entered into by and between InvestEd Portfolios, (f/k/a Waddell & Reed InvestEd Portfolios) (hereinafter the “Trust”), a Delaware statutory trust, and Waddell & Reed, Inc. (hereinafter “W&R”), a Delaware corporation.

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