0001105607-07-000005 Sample Contracts

SHAREHOLDER SERVICING AGREEMENT EXHIBIT B COMPENSATION
Shareholder Servicing Agreement • January 12th, 2007 • Ivy Funds

An amount payable on the first day of each month of $1.5042 for each account of the Trust which was in existence during any portion of the immediately preceding month.

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INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • January 12th, 2007 • Ivy Funds

THIS AGREEMENT, originally made the 9th day of April, 2003, by and between IVY FUNDS (hereinafter called the "Trust"), on behalf of Ivy Dividend Income Fund, a series of the Trust, and Ivy Investment Management Company (hereinafter called "IICO"), f.k.a. Waddell & Reed Ivy Investment Company, and amended to include each series of the Trust listed in Appendix A (collectively hereinafter called "Funds"),

ACCOUNTING AND ADMINISTRATIVE SERVICES AGREEMENT
Accounting and Administrative Services Agreement • January 12th, 2007 • Ivy Funds

AGREEMENT is made as of the 29th day of November, 2006, by and between Ivy Funds (the "Trust"), a Massachusetts Business Trust, and Waddell & Reed Services Company ("WRSCO"), a Missouri corporation,

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