0001193125-05-207282 Sample Contracts

CENTENE CORPORATION Restricted Stock Agreement Granted Under Amended and Restated 2003 Stock Incentive Plan
Restricted Stock Agreement • October 25th, 2005 • Centene Corp • Hospital & medical service plans • Delaware

THIS AGREEMENT is entered into by Centene Corporation, a Delaware corporation (hereinafter the “Company”), and the undersigned [director] of the Company (hereinafter the “Participant”).

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AMENDMENT NO. 2 (dated and effective September 9, 2005) to CREDIT AGREEMENT (that was dated as of September 14, 2004) by and among LASALLE BANK NATIONAL ASSOCIATION, as Administrative Agent and Co-Lead Arranger, WACHOVIA CAPITAL MARKETS, LLC, as...
Credit Agreement • October 25th, 2005 • Centene Corp • Hospital & medical service plans • Illinois

This Master Assignment and Acceptance Agreement (this “Agreement”) is dated as of September 9, 2005, and is by and among Centene Corporation (“Borrower”), LaSalle Bank National Association, as Administrative Agent and a Lender (“LaSalle”), National City Bank of the Midwest (“National City”), Wachovia Bank, National Association (“Wachovia”), JP Morgan Chase Bank, N.A. (“JP Morgan”), Oak Brook Bank (“Oak Brook”), SunTrust Bank (“SunTrust”), and Regions Bank (“Regions”).

AMENDMENT #1 TO CONTRACT NO. 0653 BETWEEN GEORGIA DEPARTMENT OF COMMUNITY HEALTH AND PEACH STATE
Centene Corp • October 25th, 2005 • Hospital & medical service plans • Georgia

This Amendment is between the Georgia Department of Community Health (hereinafter referred to as “DCH” or the “Department”) and Peach State (hereinafter referred to as “Contractor”) and is made effective the 16th day of August, 2005 (hereinafter referred to as the “Effective Date”). Other than the changes, modifications and additions specifically articulated in this Amendment #1 to Contract # 0653, the original Contract shall remain in effect and binding on and against DCH and Contractor. Unless expressly modified or added in this Amendment #1, the terms and conditions of the original Contract are expressly incorporated into this Amendment #1 as if completely restated herein.

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