1 EXHIBIT 10.44 STOCK PURCHASE AGREEMENT BY AND BETWEEN C & J INVESTMENTS, LLCStock Purchase Agreement • August 11th, 2000 • Uici • Fire, marine & casualty insurance • Texas
FORM OF VOTING AGREEMENTVoting Agreement • October 7th, 1999 • Uici • Fire, marine & casualty insurance • Delaware
1 EXHIBIT 10.51 MANAGEMENT AGREEMENTManagement Agreement • March 16th, 2001 • Uici • Accident & health insurance • Texas
WITNESSETH:Stock Purchase Agreement • March 16th, 2001 • Uici • Accident & health insurance • Oklahoma
among HEALTHMARKETS, LLC, AS DEPOSITORTrust Agreement • April 11th, 2006 • Uici • Accident & health insurance • Delaware
EXHIBIT 2 AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • October 7th, 1999 • Uici • Fire, marine & casualty insurance • Delaware
EXHIBIT 10.2 LOAN AGREEMENTLoan Agreement • November 15th, 1999 • Uici • Fire, marine & casualty insurance • Texas
EXHIBIT 4.1 STOCKHOLDERS AGREEMENTStockholders Agreement • April 6th, 2006 • Uici • Accident & health insurance • New York
EXHIBIT 10.102 (THIS AGREEMENT IS SUBJECT TO ARBITRATION) ADMINISTRATIVE SERVICES AGREEMENT THIS AGREEMENT, effective January 1, 2005, is by and between The MEGA Life and Health Insurance Company, an Oklahoma domiciled life and health insurance...Administrative Services Agreement • August 9th, 2005 • Uici • Accident & health insurance • Texas
LeaseLease • March 16th, 2001 • Uici • Accident & health insurance
July 24, 2003Letter Agreement • August 19th, 2003 • Uici • Accident & health insurance
ARTICLE IAssignment and Assumption Agreement • April 11th, 2006 • Uici • Accident & health insurance • New York
Exhibit 10.6 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into as of April 4, 2006, by and between UICI, a Delaware corporation ("UICI" or the "Company") and Timothy L. Cook (the "Executive") and shall be...Employment Agreement • April 10th, 2006 • Uici • Accident & health insurance • Delaware
betweenUici • April 11th, 2006 • Accident & health insurance • New York
UICI ANDStock Purchase Agreement • November 24th, 2003 • Uici • Accident & health insurance • Delaware
EXHIBIT 10.80 EXECUTION COPY PURCHASE AGREEMENT This Agreement (the "Agreement"), dated as of May 8, 2003, is by and between Ronald L. Jensen, an individual residing at c/o JFO Group, 6500 Belt Line, Suite 170, Irving, Texas ("Jensen"), and Gregory T....Purchase Agreement • August 19th, 2003 • Uici • Accident & health insurance • Texas
among UICI,Loan Agreement • March 22nd, 2002 • Uici • Accident & health insurance • Texas
EXHIBIT 10.48 TERMINATION AGREEMENT THIS AGREEMENT, dated as of April 13, 2000, is by and between UICI, a Delaware corporation ("Parent"), UICI Acquisition Co., a Delaware corporation and a wholly owned subsidiary of Parent ("Sub"), UICI Capital Trust...Termination Agreement • March 16th, 2001 • Uici • Accident & health insurance
NAME OF GRANTEE] RESTRICTED STOCK AGREEMENT THIS AGREEMENT, made as of ____________, 200 (the "Award Date"), by and between [NAME OF GRANTEE], residing at ____________________________("Name" or "Stockholder") and UICI, a Delaware corporation (the...Restricted Stock Agreement • August 9th, 2005 • Uici • Accident & health insurance • Texas
betweenUici • April 11th, 2006 • Accident & health insurance • New York
EXHIBIT 10.88 AMENDED AND RESTATED TRUST AGREEMENTTrust Agreement • March 15th, 2005 • Uici • Accident & health insurance • Delaware
EXHIBIT 10.69 SECOND SUPPLEMENTAL INDENTUREGuaranty Agreement • August 14th, 2002 • Uici • Accident & health insurance
1 EXHIBIT 10.62 SUBLEASE AGREEMENT BETWEEN THE MEGA LIFE AND HEALTH INSURANCE COMPANY, SUBLESSOR AND NATIONAL MOTOR CLUB OF AMERICA, INC., SUBLESSEE 1. PARTIES. This Sublease ("Sublease") is entered into this 27th day of July, 2000 by and between The...Sublease Agreement • March 16th, 2001 • Uici • Accident & health insurance • Texas
FORM OF VOTING AGREEMENTVoting Agreement • October 7th, 1999 • Uici • Fire, marine & casualty insurance • Delaware
1 EXHIBIT 99.2 AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • February 28th, 2000 • Uici • Fire, marine & casualty insurance • Delaware
INDENTUREUici • November 15th, 1999 • Fire, marine & casualty insurance • New York
among UICI, as Holdings,Credit Agreement • April 11th, 2006 • Uici • Accident & health insurance • New York
among PREMIUM FINANCE LLC, MULBERRY FINANCE CO., INC., and DLJMB IV FIRST MERGER LLC,Purchase Agreement • April 11th, 2006 • Uici • Accident & health insurance • New York
EFG-IV WAIVERUici • August 19th, 2003 • Accident & health insurance
Reference is made to (1) an Indenture, dated as of October 7, 1999, between EFG-IV, LP ("EFG-IV"), as Issuer, and Bank One, National Association ("Bank One"), as Indenture Trustee and as Eligible Lender Trustee; (2) a Master Servicing Agreement, dated as of October 7, 1999, between EFG-IV, as Issuer, Academic Management Services Corp. ("AMS") as successor to EFG Technologies, Inc. ("EFG Technologies"), as Master Servicer, and Bank One, as Eligible Lender Trustee and as Indenture Trustee; (3) an Insurance Agreement, dated as of October 7, 1999 between MBIA Insurance Corporation ("MBIA"), as Insurer, EFG-IV, as Issuer, AMS as successor to Educational Finance Group, Inc. ("EFG"), as Seller, AMS as successor to EFG Technologies, as Master Servicer, EFG-III SPC-I, Inc. (the "General Partner"), as General Partner of the Issuer, and Bank One, as Indenture Trustee and as Eligible Lender Trustee; (4) a Purchase and Contribution Agreement, dated as of October 7, 1999, between Bank One, as EFG El
Exhibit 10.7 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into as of April 4, 2006, by and between UICI, a Delaware corporation ("UICI" or the "Company") and James N. Plato (the "Executive") and shall be...Employment Agreement • April 10th, 2006 • Uici • Accident & health insurance • Delaware
EXHIBIT G AMENDMENT NO. 1 TO AMENDED AND RESTATED VOTING TRUST AGREEMENT This Amendment No. 1, dated as of November 7, 2001, to the Amended and Restated Voting Trust Agreement, dated as of July 31, 2000 (the "Voting Trust Agreement"), among UICI, a...Voting Trust Agreement • August 22nd, 2002 • Uici • Accident & health insurance • Pennsylvania
1 EXHIBIT 10.45 UICI ---------------------------------------------------------- ---------------------- December 31, 2000 PERSONAL AND CONFIDENTIAL Mr. William J. Gedwed 1430 Bentley Court Southlake, TX 76092 Dear Bill: This letter is submitted to...Uici • March 16th, 2001 • Accident & health insurance • Texas
As of October 2, 2003 ACADEMIC MANAGEMENT SERVICES CORP. One AMS Place 463 Swansea Mall Drive Swansea, Massachusetts 02777 Attention: Rhonda Sayles RE: MASTER REPURCHASE AGREEMENT (TOGETHER WITH EXHIBITS THERETO, THE "MASTER REPURCHASE AGREEMENT")...Master Repurchase Agreement • November 14th, 2003 • Uici • Accident & health insurance • New York
EXHIBIT 10.81 EXECUTION COPY PURCHASE AGREEMENT This Agreement (the "Agreement"), dated as of May 6, 2003, is by and between UICI, a Delaware corporation, and Gregory T. Mutz, an individual residing at AMLI at Fossil Creek, 6111 N. Beach Street #1316,...Purchase Agreement • August 19th, 2003 • Uici • Accident & health insurance • Texas
EFG-II WAIVERUici • August 19th, 2003 • Accident & health insurance
Reference is made to (1) an Indenture, dated as of June 14, 1999, between EFG-II, LP ("EFG-II"), as Issuer, and Bank One, National Association ("Bank One") as successor to The First National Bank of Chicago, as Indenture Trustee and Eligible Lender Trustee; (2) a Master Servicing Agreement, dated as of June 14, 1999, between EFG-II, as Issuer, Academic Management Services Corp. ("AMS") as successor to EFG Technologies, Inc. ("EFG Technologies"), as Master Servicer, and Bank One as successor to The First National Bank of Chicago, as Eligible Lender Trustee; (3) an Insurance Agreement, dated as of June 14, 1999 between MBIA Insurance Corporation ("MBIA"), as Insurer, EFG-II, as Issuer, AMS as successor to Educational Finance Group, Inc. ("EFG"), as Seller, AMS as successor to EFG Technologies, as Master Servicer, EFG-II SPC-I, Inc. (the "General Partner"), as General Partner of the Issuer, and Bank One as successor to The First National Bank of Chicago, as Indenture Trustee and as Eligib
