0001193125-12-437534 Sample Contracts

UNDERWRITING AGREEMENT
Underwriting Agreement • October 26th, 2012 • Waddell & Reed Advisors Funds • Kansas

THIS AGREEMENT, effective as of January 30, 2009 and as amended May 22, 2012, is entered into by and between Waddell & Reed Advisors Funds (hereinafter the “Trust”), a Delaware statutory trust, and Waddell & Reed, Inc. (hereinafter “W&R”), a Delaware corporation.

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CUSTODY AGREEMENT by and between WADDELL & REED ADVISORS FUNDS on behalf of EACH OF THE FUNDS LISTED ON SCHEDULE I HERETO and THE BANK OF NEW YORK MELLON
Custody Agreement • October 26th, 2012 • Waddell & Reed Advisors Funds • New York

CUSTODY AGREEMENT, dated as of March 9, 2012 (“Agreement”) between WADDELL & REED ADVISORS FUNDS, a trust organized under the laws of the State of Delaware (the “Trust”), on behalf of its series identified on Schedule I – List of Funds hereto, as such Schedule may be amended from time to time (each such series and each series made subject to this Agreement in accordance with Section 11.12 below, a “Fund”) and THE BANK OF NEW YORK MELLON, a bank organized under the laws of the state of New York (the “Custodian”).

FOREIGN CUSTODY MANAGER AGREEMENT
Foreign Custody Manager Agreement • October 26th, 2012 • Waddell & Reed Advisors Funds • New York

AGREEMENT made as of March 9, 2012 by and between Waddell & Reed Advisors Funds, a trust organized under the laws of the State of Delaware (the “Trust”), on behalf of its series identified on Annex I hereto, as such Annex may be amended from time to time (each such series and each series made subject to this Agreement in accordance with Section 10 of Article VI below, a “Fund”), and The Bank of New York Mellon (“BNYM”).

SHAREHOLDER SERVICING AGREEMENT
Shareholder Servicing Agreement • October 26th, 2012 • Waddell & Reed Advisors Funds • Kansas

THIS AGREEMENT, made as of this 15th day of January, 2009, as amended May 22, 2012, by and between Waddell & Reed Advisors Funds, and Waddell & Reed Services Company (“WRSCO”),

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