0000950134-05-017988 Sample Contracts

NONCOMPETITION AGREEMENT
Noncompetition Agreement • September 20th, 2005 • Uici • Accident & health insurance • Delaware

This Noncompetition Agreement (the “Agreement”) is made as of this 15th day of September, 2005, between UICI, a Delaware corporation (“UICI”), and Gladys M. Jensen, an individual (“Shareholder”).

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VOTING AGREEMENT
Voting Agreement • September 20th, 2005 • Uici • Accident & health insurance • Delaware

This Voting Agreement (this “Agreement”) is dated as of September 15, 2005, among Premium Acquisition, Inc., a Delaware corporation (“Merger Co 1”), Mulberry Acquisition, Inc., a Delaware corporation (“Merger Co 2”), DLJMB IV First Merger Co Acquisition Inc., a Delaware corporation (“Merger Co 3,” and, together with Merger Co 1 and Merger Co 2, the “Merger Cos” and each, a “Merger Co”) and the Persons executing this Agreement as “Stockholders” on the signature page hereto (each, a “Stockholder” and collectively, the “Stockholders”).

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