Common use of SIGNATURE PAGES FOLLOW Clause in Contracts

SIGNATURE PAGES FOLLOW. Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. UNIVERSAL AMERICAN CORP., as the Borrower By: Xxxxxx X. Xxxxxxxxx, Executive Vice President and Chief Financial Officer Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. BANK OF AMERICA, N.A., as a Lender By: Name: Title: BANK OF AMERICA, N.A., as the Administrative Agent By: Name: Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. BANK OF COMMUNICATIONS CO., LTD., NEW YORK BRANCH, as a Lender By: Name: Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. XXXXXXX XXXXX BANK FSB, as a Lender By: Name: Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. CALYON NEW YORK BRANCH, as a Lender By: Name: Title: By: Name: Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. XXXXX XXX COMMERCIAL BANK, LTD., LOS ANGELES BRANCH, as a Lender By: Name: Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. CITIBANK, N.A., as a Lender By: Name: Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. SUNTRUST BANK, as a Lender By: Name: Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. U.S. BANK NATIONAL ASSOCIATION, as a Lender By: Name: Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. FIFTH THIRD BANK, as a Lender By: Name: Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. NATIONAL BANK OF EGYPT, NEW YORK BRANCH, as a Lender By: Name: Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. NATIONAL CITY BANK, as a Lender By: Name: Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. TAIPEI FUBON COMMERCIAL BANK, LOS ANGELES BRANCH, as a Lender By: Name: Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. UNION BANK OF CALIFORNIA, N.A., as a Lender By: Name: Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. , as a Lender By: Name: Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. , as a Lender By: Name: Title: By: Name: Title: To induce the Administrative Agent and the Lenders to enter into this Amendment, the undersigned consent and agree (a) to its execution and delivery and terms and conditions thereof, (b) that this document in no way releases, diminishes, impairs, reduces, or otherwise adversely affects any Liens, Guaranties, assurances, or other obligations or undertakings of any of the undersigned under any Loan Documents, and (c) that this Amendment binds each of the undersigned and its successors and permitted assigns and inures to the benefit of the Administrative Agent, the Lenders, and their respective successors and permitted assigns. HERITAGE HEALTH SYSTEMS, INC., as a Guarantor MEMBERHEALTH LLC, as a Guarantor By: By: Name: Name: Title: Title: UAC HOLDING, INC., as a Guarantor By: Name: Title:

SIGNATURE PAGES FOLLOW. Signature Page to that certain Second First Amendment to Five-Year Credit Agreement dated as of the date first set forth aboveabove written, among Universal American Corp.MetLife, as Inc., MetLife Funding, Inc., the BorrowerLenders party thereto, and Bank of America, N.A., as the Administrative Agent. METLIFE, and certain Lenders party theretoINC. UNIVERSAL AMERICAN CORP., as the Borrower By: Xxxxxx /s/ Xxxxxxx X. Xxxxxxxxx, Xxxxx Name: Xxxxxxx X. Xxxxx Title: Executive Vice President and Chief Financial Officer Treasurer Signature Page to that certain Second First Amendment to Five-Year Credit Agreement dated as of the date first set forth aboveabove written, among Universal American Corp.MetLife, as Inc., MetLife Funding, Inc., the BorrowerLenders party thereto, and Bank of America, N.A., as the Administrative Agent. METLIFE FUNDING, INC. By: /s/ Xxxxxxx X. Xxxxx Name: Xxxxxxx X. Xxxxx Title: Chairman, President and Treasurer Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. BANK OF AMERICA, N.A., as Administrative Agent, a Fronting L/C Issuer, Several L/C Agent, a Limited Fronting Lender and a Lender By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: BANK OF AMERICA, N.A., as the Administrative Agent By: Name: Title: Director First Amendment to Five-Year Credit Agreement Signature Page to that certain Second First Amendment to Five-Year Credit Agreement dated as of the date first set forth aboveabove written, among Universal American Corp.MetLife, as Inc., MetLife Funding, Inc., the BorrowerLenders party thereto, and Bank of America, N.A., as the Administrative Agent. JPMORGAN CHASE BANK, N.A., as a Fronting L/C Issuer, a Limited Fronting Lender and a Lender By: /s/ Xxxxxxx Xxxxxxxxx Name: Xxxxxxx Xxxxxxxxx Title: Vice President First Amendment to Five-Year Credit Agreement Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. XXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Fronting L/C Issuer, a Limited Fronting Lender and a Lender By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Managing Director First Amendment to Five-Year Credit Agreement Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED, as a Lender By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: Director First Amendment to Five-Year Credit Agreement Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. THE BANK OF COMMUNICATIONS CO.NEW YORK MELLON, as a Lender By: /s/ Adim Offurum Name: Adim Offurum Title: Vice President First Amendment to Five-Year Credit Agreement Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. THE BANK OF NOVA SCOTIA, as a Lender By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Director First Amendment to Five-Year Credit Agreement Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as a Lender By: /s/ Xxxxx Xxxxxx Name: X. Xxxxxx Title: Vice President First Amendment to Five-Year Credit Agreement Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. BARCLAYS BANK PLC, as a Lender By: /s/ Xxxxxxx Xxxxxxxxxx Name: Xxxxxxx Xxxxxxxxxx Title: Vice President First Amendment to Five-Year Credit Agreement Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. BNP PARIBAS, as a Lender By: /s/ Nair P. Raghu Name: Nair P. Raghu Title: Vice President By: /s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Managing Director First Amendment to Five-Year Credit Agreement Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. CITIBANK, N.A., as a Lender By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Vice President and Managing Director First Amendment to Five-Year Credit Agreement Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. COMMERZBANK AG NEW YORK AND GRAND CAYMAN BRANCHES, as a Lender By: /s/ Xxxxxxx XxXxxxxx Name: Xxxxxxx XxXxxxxx Title: Managing Director By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Managing Director First Amendment to Five-Year Credit Agreement Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. CREDIT AGRICOLE CORPORATE & INVESTMENT BANK, as a Lender By: /s/ Xxxxxx Xxx Name: Xxxxxx Xxx Title: Director By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Managing Director First Amendment to Five-Year Credit Agreement Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. CREDIT SUISSE AG, NEW YORK BRANCH, as a Lender By: /s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Authorized Signatory By: /s/ Xxxxxxx X’Xxxx Name: Xxxxxxx X’Xxxx Title: Authorized Signatory First Amendment to Five-Year Credit Agreement Signature Page to that certain Second First Amendment to Five-Year Credit Agreement dated as of the date first set forth aboveabove written, among Universal American Corp.MetLife, as Inc., MetLife Funding, Inc., the BorrowerLenders party thereto, and Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. XXXXXXX XXXXX DEUTSCHE BANK FSB, as a Lender By: Name: Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. CALYON AG NEW YORK BRANCH, as a Lender By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Vice President By: /s/ Xxxx X. Xxx Name: Xxxx X. Xxx Title: Vice President First Amendment to Five-Year Credit Agreement Signature Page to that certain Second First Amendment to Five-Year Credit Agreement dated as of the date first set forth aboveabove written, among Universal American Corp.MetLife, as Inc., MetLife Funding, Inc., the BorrowerLenders party thereto, and Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. XXXXXXX XXXXX XXX COMMERCIAL BANK, LTD., LOS ANGELES BRANCHBANK USA, as a Lender By: /s/ Xxxxx Xx Name: Xxxxx Xx Title: Authorized Signatory First Amendment to Five-Year Credit Agreement Signature Page to that certain Second First Amendment to Five-Year Credit Agreement dated as of the date first set forth aboveabove written, among Universal American Corp.MetLife, as Inc., MetLife Funding, Inc., the BorrowerLenders party thereto, and Bank of America, N.A., as the Administrative Agent. HSBC BANK USA, and NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Director First Amendment to Five-Year Credit Agreement Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. CITIBANKING BANK N.V., as a Lender By: /s/ M E R Sharman Name: M E R Sharman Title: Managing Director By: /s/ M D Xxxxxxx Name: M D Xxxxxxx Title: Managing Director First Amendment to Five-Year Credit Agreement Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. LLOYDS BANK PLC, as a Lender By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Assistant Vice President D006 By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Senior Vice President P003 Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. MIZUHO BANK, LTD., as a Lender By: /s/ Xxxxx Xxx Name: Xxxxx Xxx Title: Authorized Signatory First Amendment to Five-Year Credit Agreement Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. XXXXXX XXXXXXX BANK, N.A., as a Lender By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: Authorized Signatory First Amendment to Five-Year Credit Agreement Signature Page to that certain Second First Amendment to Five-Year Credit Agreement dated as of the date first set forth aboveabove written, among Universal American Corp.MetLife, as Inc., MetLife Funding, Inc., the BorrowerLenders party thereto, and Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. SUNTRUST BANKNATIONAL AUSTRALIA BANK LTD., as a Lender By: /s/ Xxxxx Xxx Name: Xxxxx Xxx Title: Director – Funds & Insurance First Amendment to Five-Year Credit Agreement Signature Page to that certain Second First Amendment to Five-Year Credit Agreement dated as of the date first set forth aboveabove written, among Universal American Corp.MetLife, as Inc., MetLife Funding, Inc., the BorrowerLenders party thereto, and Bank of America, N.A., as the Administrative Agent. NORDEA BANK FINLAND PLC NEW YORK AND CAYMAN ISLAND BRANCHES, and as a Lender By: /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: Senior Vice President By: /s/ Lars Xxxxxxxxx Xxxxxxx Name: Lars Xxxxxxxxx Xxxxxxx Title: Vice President First Amendment to Five-Year Credit Agreement Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. THE NORTHERN TRUST COMPANY, as a Lender By: /s/ Xxxxxx Xxxxxxx Name: Xxxxxx Xxxxxxx Title: 2VP First Amendment to Five-Year Credit Agreement Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. THE ROYAL BANK OF SCOTLAND PLC, as a Lender By: /s/ Xxxxxx X. Xxxxx Name: Xxxxxx X. Xxxxx, CFA Title: Vice President First Amendment to Five-Year Credit Agreement Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. SANTANDER BANK, N.A., as a Lender By: /s/ Xxxxxxx Xxxx Name: Xxxxxxx Xxxx Title: Managing Director First Amendment to Five-Year Credit Agreement Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. SOCIÉTÉ GÉNÉRALE, as a Lender By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Director First Amendment to Five-Year Credit Agreement Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. STANDARD CHARTERED BANK, as a Lender By: /s/ Xxxxxxx Xxxx Name: Xxxxxxx Xxxx Title: Executive Director First Amendment to Five-Year Credit Agreement Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. STATE STREET BANK AND TRUST COMPANY, as a Lender By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: Managing Director First Amendment to Five-Year Credit Agreement Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: Managing Director First Amendment to Five-Year Credit Agreement Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of the date first above written, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: Senior Vice President First Amendment to Five-Year Credit Agreement Signature Page to that certain Second First Amendment to Five-Year Credit Agreement dated as of the date first set forth aboveabove written, among Universal American Corp.MetLife, as Inc., MetLife Funding, Inc., the BorrowerLenders party thereto, and Bank of America, N.A., as the Administrative Agent. UBS AG, and certain Lenders party thereto. FIFTH THIRD BANKSTAMFORD BRANCH, as a Lender By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Director By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Associate Director First Amendment to Five-Year Credit Agreement Signature Page to that certain Second First Amendment to Five-Year Credit Agreement dated as of the date first set forth aboveabove written, among Universal American Corp.MetLife, as Inc., MetLife Funding, Inc., the BorrowerLenders party thereto, and Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. NATIONAL UNICREDIT BANK OF EGYPTAG, NEW YORK BRANCH, as a Lender By: /s/ Xxxxxxx X. Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxxxx Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. NATIONAL CITY BANK, as a Lender Director By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. TAIPEI FUBON COMMERCIAL BANK, LOS ANGELES BRANCH, as a Lender By: Name: Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. UNION BANK OF CALIFORNIA, N.A., as a Lender By: Name: Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. , as a Lender By: Name: Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. , as a Lender By: Name: Title: By: Name: Title: To induce the Administrative Agent and the Lenders to enter into this Amendment, the undersigned consent and agree (a) to its execution and delivery and terms and conditions thereof, (b) that this document in no way releases, diminishes, impairs, reduces, or otherwise adversely affects any Liens, Guaranties, assurances, or other obligations or undertakings of any of the undersigned under any Loan Documents, and (c) that this Amendment binds each of the undersigned and its successors and permitted assigns and inures to the benefit of the Administrative Agent, the Lenders, and their respective successors and permitted assigns. HERITAGE HEALTH SYSTEMS, INC., as a Guarantor MEMBERHEALTH LLC, as a Guarantor By: By: Name: Name: Title: Title: UAC HOLDING, INC., as a Guarantor By: Name: Title:Managing Director

SIGNATURE PAGES FOLLOW. First Amendment Signature Page to that certain Second First Amendment to Five-Year Credit Agreement dated as of the date first set forth aboveAugust 15, 2006, among Universal American Corp.MetLife, as Inc., MetLife Funding, Inc., the BorrowerLenders party thereto, and Bank of America, N.A., as the Administrative Agent. METLIFE, and certain Lenders party theretoINC. UNIVERSAL AMERICAN CORP., as the Borrower By: Xxxxxx /s/ Axxxxxx X. Xxxxxxxxx, Executive Vice President and Chief Financial Officer Xxxxxxxxxx Name: Axxxxxx X. Xxxxxxxxxx Title: SVP & Treasurer Signature Page to that certain Second First Amendment to Five-Year Credit Agreement dated as of the date first set forth aboveAugust 15, 2006, among Universal American Corp.MetLife, as Inc., MetLife Funding, Inc., the BorrowerLenders party thereto, and Bank of America, N.A., as the Administrative Agent. METLIFE FUNDING, and INC. By: /s/ Axxxxxx X. Xxxxxxxxxx Name: Axxxxxx X. Xxxxxxxxxx Title: Chairman, President & CEO Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of August 15, 2006, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. BANK OF AMERICA, N.A., as Administrative Agent and as a Lender By: /s/ Jxxxxxx X. Xxxxxx Name: Jxxxxxx X. Xxxxxx Title: BANK OF AMERICA, N.A., as the Administrative Agent By: Name: Title: Vice President Signature Page to that certain Second First Amendment to Five-Year Credit Agreement dated as of the date first set forth aboveAugust 15, 2006, among Universal American Corp.MetLife, as Inc., MetLife Funding, Inc., the BorrowerLenders party thereto, and Bank of America, N.A., as the Administrative Agent. WACHOVIA BANK, and NATIONAL ASSOCIATION, as a Lender By: /s/ Kxxxx Xxxxx Name: Kxxxx Xxxxx Title: Director Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of August 15, 2006, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. CITICORP USA, as a Lender By: /s/ Dxxxx X. Dodge Name: Dxxxx Xxxxx Title: Managing Director Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of August 15, 2006, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. JPMORGAN CHASE BANK, N.A., as a Lender By: /s/ Exxx X’Xxxxxx Name: Exxx X’Xxxxxx Title: Vice President Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of August 15, 2006, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. DEUTSCHE BANK OF COMMUNICATIONS CO., LTD., AG NEW YORK BRANCH, as a Lender By: /s/ Rxxx Xxxxx Name: Rxxx Xxxxx Title: Director By: /s/ Jxxx X. XxXxxx Name: Jxxx X. XxXxxx Title: Director Signature Page to that certain Second First Amendment to Five-Year Credit Agreement dated as of the date first set forth aboveAugust 15, 2006, among Universal American Corp.MetLife, as Inc., MetLife Funding, Inc., the BorrowerLenders party thereto, and Bank of America, N.A., as the Administrative Agent. LXXXXX BROTHERS BANK, and certain Lenders party thereto. XXXXXXX XXXXX BANK FSB, as a Lender By: /s/ Jxxxxx X. Xxxxxx Name: Jxxxxx X. Xxxxxx Title: Authorized Signatory Signature Page to that certain Second First Amendment to Five-Year Credit Agreement dated as of the date first set forth aboveAugust 15, 2006, among Universal American Corp.MetLife, as Inc., MetLife Funding, Inc., the BorrowerLenders party thereto, and Bank of America, N.A., as the Administrative Agent. MXXXXXX LXXXX BANK USA, and as a Lender By: /s/ Fxxxx Xxxxxx Name: Fxxxx Xxxxxx Title: Vice President Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of August 15, 2006, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. UBS LOAN FINANCE LLC, as a Lender By: /s/ Rxxxxxx X. Xxxxxx Name: Rxxxxxx X. Xxxxxx Title: Director, Banking Products Services, US By: /s/ Ixxx X. Xxxx Name: Ixxx X. Xxxx Title: Associate Director, Banking Products Services, US Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of August 15, 2006, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. BARCLAYS BANK PLC, as a Lender By: /s/ Axxxxx X. XxXxxxxx Name: Axxxxx X. XxXxxxxx Title: Associate Director Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of August 15, 2006, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. CREDIT SUISSE, Cayman Islands Branch, as a Lender By: /s/ Dxxxx Xxxx Name: Dxxxx Xxxx Title: Vice President By: /s/ Jxxxx Xxxxx Name: Jxxxx Xxxxx Title: Associate Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of August 15, 2006, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. THE ROYAL BANK OF SCOTLAND By: Greenwich Capital Markets, Inc., as agent for The Royal Bank of Scotland plc as a lender. By: /s/ Dxxxx Xxxxx Name: Dxxxx Xxxxx Title: Vice President Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of August 15, 2006, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. ABN AMRO BANK N.V., as a Lender By: /s/ Nxxx X. Xxxxx Name: Nxxx X. Xxxxx Title: Director By: /s/ Mxxxxxx XxXxxxx Name: Mxxxxxx XxXxxxx Title: Vice President Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of August 15, 2006, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. BNP PARIBAS, as a Lender By: /s/ Laurent Vanderzyppe Name: Laurent Vanderzyppe Title: Managing Director By: /s/ Mxxxxxxxxx X. Xxxxx Name: Mxxxxxxxxx X. Xxxxx Title: Vice President Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of August 15, 2006, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. WXXXXXX STREET COMMITMENT CORPORATION, as a Lender By: /s/ Mxxx Xxxxxx Name: Mxxx Xxxxxx Title: Assistant Vice President Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of August 15, 2006, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. MELLON BANK, N.A., as a Lender By: /s/ Dxxxxx X. Xxxxxxx, Xx. Name: Dxxxxx X. Xxxxxxx, Xx. Title: Senior Vice President Signature Page to that certain First Amendment to Five-Year Credit Agreement dated as of August 15, 2006, among MetLife, Inc., MetLife Funding, Inc., the Lenders party thereto, and Bank of America, N.A., as Administrative Agent. CALYON NEW YORK BRANCH, as a Lender By: /s/ Sxxxxxxxx Xxxxx Name: Sxxxxxxxx Xxxxx Title: Managing Director By: /s/ Cxxxxxx Xxxxxxxxxx Name: Cxxxxxx Xxxxxxxxxx Title: Managing Director Signature Page to that certain Second First Amendment to Five-Year Credit Agreement dated as of the date first set forth aboveAugust 15, 2006, among Universal American Corp.MetLife, as Inc., MetLife Funding, Inc., the BorrowerLenders party thereto, and Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. XXXXX XXX COMMERCIAL BANK, LTD., LOS ANGELES BRANCHTHE NORTHERN TRUST COMPANY, as a Lender By: /s/ Cxxxx XxXxxx Name: Cxxxx XxXxxx Title: Vice President Signature Page to that certain Second First Amendment to Five-Year Credit Agreement dated as of the date first set forth aboveAugust 15, 2006, among Universal American Corp.MetLife, as Inc., MetLife Funding, Inc., the BorrowerLenders party thereto, and Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. CITIBANKPNC BANK, N.A., as a Lender By: /s/ Pxxx Xxxxxx Name: Pxxx Xxxxxx Title: Vice President & Credit Manager Signature Page to that certain Second First Amendment to Five-Year Credit Agreement dated as of the date first set forth aboveAugust 15, 2006, among Universal American Corp.MetLife, as Inc., MetLife Funding, Inc., the BorrowerLenders party thereto, and Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. SUNTRUST BANKSTATE STREET BANK AND TRUST COMPANY, as a Lender By: /s/ Lxxx Xxxx Xxxxxxxxx Name: Lxxx Xxxx Xxxxxxxxx Title: Vice President Signature Page to that certain Second First Amendment to Five-Year Credit Agreement dated as of the date first set forth aboveAugust 15, 2006, among Universal American Corp.MetLife, as Inc., MetLife Funding, Inc., the BorrowerLenders party thereto, and Bank of America, N.A., as the Administrative Agent. MIZUHO CORPORATE BANK, and certain Lenders party thereto. U.S. BANK NATIONAL ASSOCIATIONLTD., as a Lender By: /s/ Rxxxxx Xxxxxxxxx Name: Rxxxxx Xxxxxxxxx Title: Senior Vice President Signature Page to that certain Second First Amendment to Five-Year Credit Agreement dated as of the date first set forth aboveAugust 15, 2006, among Universal American Corp.MetLife, as Inc., MetLife Funding, Inc., the BorrowerLenders party thereto, and Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. FIFTH THIRD BANKSOCIETE GENERALE, as a Lender By: /s/ Wxxxxxx Xxxxxxx Name: Wxxxxxx Xxxxxxx Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. NATIONAL BANK OF EGYPT, NEW YORK BRANCH, as a Lender By: Name: Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. NATIONAL CITY BANK, as a Lender By: Name: Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. TAIPEI FUBON COMMERCIAL BANK, LOS ANGELES BRANCH, as a Lender By: Name: Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. UNION BANK OF CALIFORNIA, N.A., as a Lender By: Name: Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. , as a Lender By: Name: Title: Signature Page to that certain Second Amendment to Credit Agreement dated as of the date first set forth above, among Universal American Corp., as the Borrower, Bank of America, N.A., as the Administrative Agent, and certain Lenders party thereto. , as a Lender By: Name: Title: By: Name: Title: To induce the Administrative Agent and the Lenders to enter into this Amendment, the undersigned consent and agree (a) to its execution and delivery and terms and conditions thereof, (b) that this document in no way releases, diminishes, impairs, reduces, or otherwise adversely affects any Liens, Guaranties, assurances, or other obligations or undertakings of any of the undersigned under any Loan Documents, and (c) that this Amendment binds each of the undersigned and its successors and permitted assigns and inures to the benefit of the Administrative Agent, the Lenders, and their respective successors and permitted assigns. HERITAGE HEALTH SYSTEMS, INC., as a Guarantor MEMBERHEALTH LLC, as a Guarantor By: By: Name: Name: Title: Title: UAC HOLDING, INC., as a Guarantor By: Name: Title:Vice President