0001193125-17-323063 Sample Contracts

First Amendment to the Amended and Restated Investment Management Agreement
Investment Management Agreement • October 27th, 2017 • Waddell & Reed Advisors Funds

This first Amendment (“Amendment”) is made and effective as of June 2, 2017 to the Amended and Restated Investment Management Agreement dated May 15, 2017, by and between Waddell & Reed Advisors Funds (the “Trust”) and Waddell & Reed Investment Management Company (“WRIMCO”), with respect to each series of the Trust listed in Appendix A (each, a “Fund” and collectively, the “Funds”)(the “Agreement”).

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AMENDED AND RESTATED APPENDIX A TO ACCOUNTING SERVICES AGREEMENT
Accounting Services Agreement • October 27th, 2017 • Waddell & Reed Advisors Funds

This Amended and Restated Appendix A to the Waddell & Reed Advisors Funds Accounting Services Agreement dated January 30, 2009 (the “Agreement”), is effective as of October 16, 2017, and supersedes any prior Appendix A to the Agreement.

EXPENSE REIMBURSEMENT AGREEMENT
Expense Reimbursement Agreement • October 27th, 2017 • Waddell & Reed Advisors Funds

EXPENSE REIMBURSEMENT AGREEMENT, by and between Waddell & Reed Investment Management Company (“WRIMCO”), Waddell & Reed, Inc. (“W&R”), Waddell & Reed Services Company doing business as WI Services Company (“WISC”), and Waddell & Reed Advisors Funds (the “Trust”) on behalf of each series of the Trust set forth below (each a “Fund” and collectively, the “Funds”).

AMENDED AND RESTATED APPENDIX B TO INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • October 27th, 2017 • Waddell & Reed Advisors Funds

This Amended and Restated Appendix B to the Waddell & Reed Advisors Funds Amended and Restated Investment Management Agreement dated May 15, 2017 (the “Agreement”), is effective as of October 16, 2017, and supersedes any prior Appendix B to the Agreement.

AMENDED AND RESTATED ANNEX I TO FOREIGN CUSTODY MANAGER AGREEMENT
Foreign Custody Manager Agreement • October 27th, 2017 • Waddell & Reed Advisors Funds

This Amended and Restated Annex I to the Waddell & Reed Advisors Foreign Custody Manager Agreement dated March 9, 2012 (the “Agreement”), is effective as of October 16, 2017, and supersedes any prior Annex I to the Agreement.

AMENDED AND RESTATED SCHEDULE A TO AGREEMENT AND DECLARATION OF TRUST
Schedule a to Agreement and Declaration of Trust • October 27th, 2017 • Waddell & Reed Advisors Funds

This Amended and Restated Schedule A to the Waddell & Reed Advisors Funds Amended and Restated Agreement and Declaration of Trust dated May 18, 2017 (the “Agreement”), is effective as of October 16, 2017, and supersedes any prior Schedule A to the Agreement.

AMENDED AND RESTATED EXHIBIT B TO WADDELL & REED ADVISORS SHAREHOLDER SERVICING AGREEMENT
Shareholder Servicing Agreement • October 27th, 2017 • Waddell & Reed Advisors Funds

This Amended and Restated Exhibit B to the Waddell & Reed Advisors Shareholder Servicing Agreement dated January 15, 2009, and as amended May 22, 2012 (the “Agreement”), is effective as of October 16, 2017, and supersedes any prior Exhibit B to the Agreement.

AMENDED AND RESTATED SCHEDULE I TO WADDELL & REED ADVISORS CUSTODY AGREEMENT
Custody Agreement • October 27th, 2017 • Waddell & Reed Advisors Funds

This Amended and Restated Schedule I to the Waddell & Reed Advisors Custody Agreement dated March 9, 2012 (the “Agreement”), is effective as of October 16, 2017, and supersedes any prior Schedule I to the Agreement.

AMENDED AND RESTATED APPENDIX A TO THE SHAREHOLDER SERVICING AGREEMENT
Shareholder Servicing Agreement • October 27th, 2017 • Waddell & Reed Advisors Funds

This Amended and Restated Appendix A to the Shareholder Servicing Agreement dated January 15, 2009, and as amended May 22, 2012 (the “Agreement”), is effective as of October 16, 2017, and supersedes any prior Appendix A to the Agreement.

AMENDED AND RESTATED APPENDIX A TO INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • October 27th, 2017 • Waddell & Reed Advisors Funds

This Amended and Restated Appendix A to the Waddell & Reed Advisors Funds Amended and Restated Investment Management Agreement dated May 15, 2017 (the “Agreement”), is effective as of October 16, 2017, and supersedes any prior Appendix A to the Agreement.

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