EMPLOYMENT AGREEMENT This Agreement, effective as of October 13, 1999, is made by and between William W. McGuire, M.D. ("Executive") and United HealthCare Corporation, ("UnitedHealth Group" or the "Company") for the purpose of setting forth the terms...Employment Agreement • March 30th, 2000 • Unitedhealth Group Inc • Hospital & medical service plans • Minnesota
EXECUTION VERSION AGREEMENT AND PLAN OF MERGER DATED AS OF JULY 6, 2005Merger Agreement • July 12th, 2005 • Unitedhealth Group Inc • Hospital & medical service plans • Delaware
INDENTUREIndenture • January 20th, 1998 • United Healthcare Corp • Hospital & medical service plans • New York
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER ----------------------------Agreement and Plan of Merger • October 17th, 1995 • United Healthcare Corp • Hospital & medical service plans • Delaware
WITNESSETH:Voting Agreement • October 20th, 2000 • Unitedhealth Group Inc • Hospital & medical service plans • Delaware
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION...Trust Indenture • May 3rd, 1999 • United Healthcare Corp • Hospital & medical service plans
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER Dated as of October 26, 2003Merger Agreement • October 27th, 2003 • Unitedhealth Group Inc • Hospital & medical service plans • Delaware
Exhibit 99.3 EXCHANGE AGENT AGREEMENT The Bank of New York Corporate Trust Trustee Administration 101 Barclay Street, 21st Floor New York, New York 10286 Ladies and Gentlemen: United HealthCare Corporation (the "Company") proposes to make an offer...Exchange Agent Agreement • May 3rd, 1999 • United Healthcare Corp • Hospital & medical service plans • New York
UNITED HEALTHCARE CORPORATION 6.60% NOTES DUE DECEMBER 1, 2003 EXCHANGE AND REGISTRATION RIGHTS AGREEMENTExchange and Registration Rights Agreement • January 22nd, 1999 • United Healthcare Corp • Hospital & medical service plans • New York
EMPLOYMENT AGREEMENT This Agreement, effective as of October 13, 1999 (the "Effective Date"), is made by and between Stephen J. Hemsley ("Executive") and United HealthCare Corporation ("UnitedHealth Group" or the "Company") for the purpose of setting...Employment Agreement • March 30th, 2000 • Unitedhealth Group Inc • Hospital & medical service plans • Minnesota
EMPLOYMENT AGREEMENT This Agreement, effective as of October 1, 1998 (the "Effective Date"), is made by and between Patrick J. Erlandson ("Executive") and United HealthCare Services, Inc. ("United HealthCare") for the purpose of setting forth the...Employment Agreement • March 30th, 2001 • Unitedhealth Group Inc • Hospital & medical service plans • Minnesota
WITNESSETHAssignment • March 19th, 2003 • Unitedhealth Group Inc • Hospital & medical service plans
STOCKHOLDER VOTING AGREEMENT STOCKHOLDER VOTING AGREEMENT, dated as of May 27, 1998 (this "Agreement"), between David A. Jones ("Stockholder") and United HealthCare Corporation, a Minnesota corporation ("Purchaser"). WHEREAS, Humana Inc., a Delaware...Stockholder Voting Agreement • June 5th, 1998 • United Healthcare Corp • Hospital & medical service plans • Delaware
UnitedHealth Group Incorporated Debt Securities Underwriting AgreementUnderwriting Agreement • July 25th, 2024 • Unitedhealth Group Inc • Hospital & medical service plans
The terms and rights of any particular issuance of Designated Securities shall be as specified in the Pricing Agreement relating thereto and in or pursuant to the Indenture, dated as of February 4, 2008 (the “Indenture”), between the Company and U.S. Bank Trust Company, National Association, as Trustee (the “Trustee”).
CREDIT AGREEMENT dated as of October 16, 2006 among UNITEDHEALTH GROUP INCORPORATED The Lenders Party Hereto JPMORGAN CHASE BANK, N.A., as Administrative Agent and CITIBANK, N.A., and BANK OF AMERICA, N.A., as Co- Syndication Agents $7,500,000,000...Credit Agreement • October 18th, 2006 • Unitedhealth Group Inc • Hospital & medical service plans • New York
CREDIT AGREEMENT dated as of October 16, 2006 among UNITEDHEALTH GROUP INCORPORATED, as Borrower, the LENDERS party hereto, CITIBANK, N.A. and BANK OF AMERICA, N.A., as Co-Syndication Agents, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
UnitedHealth Group Incorporated Debt Securities Underwriting AgreementUnderwriting Agreement • December 3rd, 2003 • Unitedhealth Group Inc • Hospital & medical service plans • New York
From time to time UnitedHealth Group Incorporated, a Minnesota corporation (the “Company”), proposes to enter into one or more Pricing Agreements (each a “Pricing Agreement”) in the form of Annex I hereto, with such additions and deletions as the parties thereto may determine, and, subject to the terms and conditions stated herein and therein, to issue and sell to the firms named in Schedule I to the applicable Pricing Agreement (such firms constituting the “Underwriters” with respect to such Pricing Agreement and the securities specified therein) certain of its debt securities (the “Securities”) specified in Schedule II to such Pricing Agreement (with respect to such Pricing Agreement, the “Designated Securities”).
EXHIBIT 10 INFORMATION TECHNOLOGY SERVICES AGREEMENTInformation Technology Services Agreement • May 15th, 2003 • Unitedhealth Group Inc • Hospital & medical service plans • New York
EXHIBIT 1 --------- UNITED HEALTHCARE CORPORATION UNDERWRITING AGREEMENT ---------------------- 1. Introductory. United HealthCare Corporation, a corporation incorporated under the laws of the State of Minnesota (the "Company"), proposes to issue and...Underwriting Agreement • January 20th, 1998 • United Healthcare Corp • Hospital & medical service plans • New York
Exhibit 4.4. THIS NOTE IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY (AS DEFINED IN THE INDENTURE) OR A NOMINEE THEREOF. THIS NOTE IS EXCHANGEABLE FOR NOTES REGISTERED IN...Indenture • May 3rd, 1999 • United Healthcare Corp • Hospital & medical service plans • New York
THIS NOTE IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY (AS DEFINED IN THE INDENTURE) OR A NOMINEE THEREOF. THIS NOTE IS EXCHANGEABLE FOR NOTES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITARY OR ITS NOMINEE ONLY IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE AND, UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR NOTES IN DEFINITIVE FORM, THIS NOTE MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY.
EXHIBIT 10(h) EMPLOYMENT AGREEMENT This Agreement is made effective this 19th day of May, 1998 (the "Effective Date") by and between Arnold H. Kaplan ("Executive") and United HealthCare Services, Inc. ("UHS") (when used in this Agreement, UHS includes...Employment Agreement • March 30th, 2000 • Unitedhealth Group Inc • Hospital & medical service plans • Minnesota
EXHIBIT 10(1) EMPLOYMENT AGREEMENT This Agreement, effective as of October 16, 1998 (the "Effective Date"), is made by and between Robert J. Sheehy ("Executive") and United HealthCare Services, Inc. ("United HealthCare") for the purpose of setting...Employment Agreement • April 1st, 2002 • Unitedhealth Group Inc • Hospital & medical service plans • Minnesota
EMPLOYMENT AGREEMENTEmployment Agreement • March 31st, 1999 • United Healthcare Corp • Hospital & medical service plans • Minnesota
Underwriting AgreementUnderwriting Agreement • March 25th, 2003 • Unitedhealth Group Inc • Hospital & medical service plans • New York
From time to time UnitedHealth Group Incorporated, a Minnesota corporation (the “Company”), proposes to enter into one or more Pricing Agreements (each a “Pricing Agreement”) in the form of Annex I hereto, with such additions and deletions as the parties thereto may determine, and, subject to the terms and conditions stated herein and therein, to issue and sell to the firms named in Schedule I to the applicable Pricing Agreement (such firms constituting the “Underwriters” with respect to such Pricing Agreement and the securities specified therein) certain of its debt securities (the “Securities”) specified in Schedule II to such Pricing Agreement (with respect to such Pricing Agreement, the “Designated Securities”).
STOCK OPTION AGREEMENT STOCK OPTION AGREEMENT, dated as of May 27, 1998 (the "Agreement"), between United HealthCare Corporation, a Minnesota corporation ("Parent"), and Humana Inc., a Delaware corporation (the "Company"). WHEREAS, Parent, UH-1 Inc.,...Stock Option Agreement • June 5th, 1998 • United Healthcare Corp • Hospital & medical service plans • Delaware
AMENDMENT TO UNITED HEALTHCARE SERVICES, INC. AND UNITEDHEALTH NETWORKS, INC. PHARMACY BENEFIT MANAGEMENT AGREEMENTPharmacy Benefit Management Agreement • January 20th, 2004 • Unitedhealth Group Inc • Hospital & medical service plans
Exhibit 10(n) EMPLOYMENT AGREEMENT This Employment Agreement (the "Agreement") is made as of the Effective Date between UHC Management Company, Inc. (the "Company") and David A. George ("Executive"). RECITALS: The Board of Directors of the Company...Employment Agreement • March 28th, 1997 • United Healthcare Corp • Hospital & medical service plans • Minnesota
REGISTRATION RIGHTS AGREEMENT by and among UnitedHealth Group Incorporated and Deutsche Bank Securities Inc. Goldman, Sachs & Co. Merrill Lynch, Pierce, Fenner & Smith Incorporated Dated as of November 19, 2007Registration Rights Agreement • December 26th, 2007 • Unitedhealth Group Inc • Hospital & medical service plans • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 19, 2007, by and among UnitedHealth Group Incorporated, a Minnesota corporation (the “Company”), and J.P. Morgan Securities Inc., Deutsche Bank Securities Inc., Goldman, Sachs & Co. and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Representatives of the several Initial Purchasers named in Schedule A to the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 5.125% Notes due November 15, 2010, its 5.500% Notes due November 15, 2012, its 6.000% Notes due November 15, 2017 and its 6.625% Notes due November 15, 2037 (collectively, the “Initial Securities”).
EMPLOYMENT AGREEMENT This Agreement, effective as of January 15, 2000 (the "Effective Date"), is made by and between James Hudak ("Executive") and United HealthCare Services, Inc. ("United HealthCare") for the purpose of setting forth the terms and...Employment Agreement • March 30th, 2000 • Unitedhealth Group Inc • Hospital & medical service plans • Minnesota
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • February 11th, 2009 • Unitedhealth Group Inc • Hospital & medical service plans
This AMENDMENT AGREEMENT (the “Amendment”) modifies certain terms and conditions of Executive’s employment agreement with UnitedHealth Care Services, Inc. or an affiliated entity (the “Employment Agreement”) for purposes of establishing documentary compliance with Section 409A of the Internal Revenue Code of 1986 and its accompanying regulations (“Section 409A”), and to permit ongoing operational compliance with Section 409A. Accordingly, in exchange for the mutual promises set forth below, notwithstanding anything else to the contrary in the Employment Agreement, Executive’s Employment Agreement is amended, effective December 31, 2008, as follows:
ContractSenior Debt Securities Indenture • August 16th, 2004 • Unitedhealth Group Inc • Hospital & medical service plans • New York
THIS NOTE IS A GLOBAL SECURITY WITHIN THE MEANING OF THE SENIOR DEBT SECURITIES INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY (AS DEFINED IN THE INDENTURE) OR A NOMINEE THEREOF. THIS NOTE IS EXCHANGEABLE FOR NOTES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITARY OR ITS NOMINEE ONLY IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE AND, UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR NOTES IN DEFINITIVE FORM, THIS NOTE MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY.
VOTING AGREEMENTVoting Agreement • June 5th, 2006 • Unitedhealth Group Inc • Hospital & medical service plans • Delaware
This VOTING AGREEMENT (“Agreement”), dated May 25, 2006, by and among Ingenix, Inc., a Delaware corporation (“Parent”) and the stockholder of NWH, Inc., a Delaware corporation (the “Company”), identified on Schedule 1 hereto (the “Stockholder”). Capitalized terms used but not defined herein have the meanings ascribed thereto in the Merger Agreement.
EMPLOYMENT AGREEMENTEmployment Agreement • May 2nd, 2008 • Unitedhealth Group Inc • Hospital & medical service plans
This Agreement is between David Wichmann (“Executive”) and United HealthCare Services, Inc. (“UnitedHealth Group”), and is effective as of December 1, 2006 (the “Effective Date”). This Agreement’s purposes are to set forth certain terms of Executive’s employment by UnitedHealth Group or one of its affiliates and to protect UnitedHealth Group’s knowledge, expertise, customer relationships, and confidential information. Unless the context otherwise requires, “UnitedHealth Group” includes all its affiliated entities.
STOCK APPRECIATION RIGHTS AWARD (STOCK SETTLED)Stock Appreciation Rights Award Agreement • February 11th, 2009 • Unitedhealth Group Inc • Hospital & medical service plans
(“Participant”) stock appreciation rights (the “Stock Appreciation Rights”) with respect to the number of shares of UnitedHealth Group Incorporated Common Stock, $.01 par value per share (the “Common Stock”), indicated above in the box labeled “Number of Shares” (the “Shares”). The initial value of each Share is indicated above in the box labeled “Grant Price.” This Award represents the right to receive shares of Common Stock (the “Issued Shares”) only when, and with respect to the number of Shares as to which, the Award has vested (the “Vested Shares”). This Award is subject to the terms and conditions set forth below and in the UnitedHealth Group Incorporated 2002 Stock Incentive Plan (the “Plan”). A copy of the Plan is available upon request. In the event of any conflict between the terms of the Plan and this Award, the terms of the Plan shall govern. Any terms not defined herein shall have the meaning set forth in the Plan.
ContractSenior Debt Securities Indenture • March 2nd, 2006 • Unitedhealth Group Inc • Hospital & medical service plans • New York
THIS NOTE IS A GLOBAL SECURITY WITHIN THE MEANING OF THE SENIOR DEBT SECURITIES INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY (AS DEFINED IN THE INDENTURE) OR A NOMINEE THEREOF. THIS NOTE IS EXCHANGEABLE FOR NOTES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITARY OR ITS NOMINEE ONLY IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE AND, UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR NOTES IN DEFINITIVE FORM, THIS NOTE MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY.
EMPLOYMENT AGREEMENTEmployment Agreement • March 1st, 2005 • Unitedhealth Group Inc • Hospital & medical service plans • Minnesota
This Agreement, effective as of October 1, 1998 (the “Effective Date”), is made by and between William A. Munsell (“Executive”) and United HealthCare Services, Inc. (“United HealthCare”) for the purpose of setting forth the terms and conditions of Executive’s employment by United HealthCare, or an affiliate or subsidiary of United HealthCare, and to protect United HealthCare’s knowledge, expertise, customer relationships and the confidential information United HealthCare has developed about its customers, products, operations and services. Unless the context otherwise requires, when used in this Agreement “United HealthCare” includes any entity affiliated with United HealthCare.
