BY AND AMONGMerger Agreement • May 29th, 2002 • Wellcare Management Group Inc • Hospital & medical service plans • New York
BETWEENAsset Purchase Agreement • July 19th, 1999 • Wellcare Management Group Inc • Hospital & medical service plans • New York
June 9, 1999 {LETTERHEAD OF KEYBANK} (Via Fax and Regular Mail) Mary Lee Campbell-Wisley President\CEO Wellcare of New York,Inc. Corporate Headquarters P.O. Box 4059 Kingston, New York 12402 Dear Mary Lee: This is to memorialize the terms agreed to...Settlement Agreement • July 19th, 1999 • Wellcare Management Group Inc • Hospital & medical service plans
June 7, 1999 By Hand Seth I. Truwit, Esq. Epstein, Becker & Green, P.C. 250 Park Avenue New York, New York 10177-0077 Re: Promissory Note dated December 1996 Dear Seth: This will confirm the agreement between Edward A. Ullmann, the Borrower, and The...Promissory Note • July 19th, 1999 • Wellcare Management Group Inc • Hospital & medical service plans
AGREEMENT PRIMERGY, INC. PROMEDCO OF THE HUDSON VALLEY, INC. PROMEDCO MANAGEMENT COMPANY ANDAgreement • November 15th, 1999 • Wellcare Management Group Inc • Hospital & medical service plans • New York
Exhibit 10.76 STOCK PURCHASE AGREEMENT ------------------------ STOCK PURCHASE AGREEMENT (the "Agreement"), dated the 19th day of May, 1999, by and between KIRAN C. PATEL ("Purchaser"), and THE WELLCARE MANAGEMENT GROUP, INC., a New York corporation...Stock Purchase Agreement • July 19th, 1999 • Wellcare Management Group Inc • Hospital & medical service plans • Florida
EXECUTION COPY EXCHANGE AGREEMENT EXCHANGE AGREEMENT (this "Agreement"), dated as of June 11, 1999, by and between The Wellcare Management Group, Inc., a New York corporation (the "Company"), and The 1818 Fund II, L.P., a Delaware limited partnership...Exchange Agreement • July 19th, 1999 • Wellcare Management Group Inc • Hospital & medical service plans • Florida
GRAPHIC OMITTED] 152 West 57th Street, 18th Floor New York, New York 10019 REINSURANCE AGREEMENTReinsurance Agreement • November 17th, 1998 • Wellcare Management Group Inc • Hospital & medical service plans • Connecticut
LETTERHEAD OF THE WELLCARE MANAGEMENT GROUP, INC.] CONSULTING AGREEMENT CONSULTING AGREEMENT made as of this 15th day of January, 1999, by and between THE WELLCARE MANAGEMENT GROUP, INC., a New York corporation, with offices at Park West/Hurley Avenue...Consulting Agreement • July 19th, 1999 • Wellcare Management Group Inc • Hospital & medical service plans • New York
MANAGEMENT AGREEMENT BETWEEN COMPREHENSIVE HEALTH MANAGEMENT, INC. AND WELLCARE OF CONNECTICUT, INC.Management Agreement • July 19th, 1999 • Wellcare Management Group Inc • Hospital & medical service plans • Connecticut
EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT dated January 29, 1997 (the "Employment Agreement"), by and among THE WELLCARE MANAGEMENT GROUP, INC., a New York corporation with its principal place of business at Park West/Hurley Avenue Extension,...Employment Agreement • July 19th, 1999 • Wellcare Management Group Inc • Hospital & medical service plans • New York
November 17, 1998 Adele B. Reiter, Esq. PO Box 269 Hurley, NY 12443 Dear Ms. Reiter: This letter agreement outlines the terms and conditions of your employment by The WellCare Management Group, Inc. ("WellCare" or the "Company") as Vice President of...Employment Agreement • July 19th, 1999 • Wellcare Management Group Inc • Hospital & medical service plans • New York
DESCRIPTION] MATERIAL CONTRACT EX-10.6b Copy of Amendment to Employment Contract dated July 1, 1996, between Registrant and G. William Strein* AMENDMENT TO EMPLOYMENT CONTRACT BETWEEN THE WELLCARE MANAGEMENT GROUP, INC. ("WCMG") AND G. WILLIAM STREIN...Employment Contract • March 28th, 1997 • Wellcare Management Group Inc • Hospital & medical service plans
RECITALSVoting Agreement • May 29th, 2002 • Wellcare Management Group Inc • Hospital & medical service plans • New York
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT AND APPLICABLE STATE...Note Purchase Agreement • August 14th, 1998 • Wellcare Management Group Inc • Hospital & medical service plans • New York
Exhibit 10.79a VOTING AGREEMENT VOTING AGREMENT (the "Agreement") dated as of June 9, 1999 by and between KIRAN C. PATEL ("Patel"), an individual having an address at 6800 N. Dale Mabry, Suite 268, Tampa, Florida 33614, and ROBERT W. MOREY ("Morey"),...Voting Agreement • July 19th, 1999 • Wellcare Management Group Inc • Hospital & medical service plans • Florida
MANAGEMENT AGREEMENT BETWEEN COMPREHENSIVE HEALTH MANAGEMENT, INC. AND WELLCARE OF NEW YORK, INC.Management Agreement • July 19th, 1999 • Wellcare Management Group Inc • Hospital & medical service plans • New York
Amendment to Employment Agreement Between the WellCare Management Group, Inc. (Company) And John E. Ott (Employee) Dated June 1, 1996 (Employment Agreement) WHEREAS this Amendment to said Employment Agreement is hereby made this 1st day of June 1998;...Employment Agreement • August 14th, 1998 • Wellcare Management Group Inc • Hospital & medical service plans
Exhibit 10.79b IRREVOCABLE PROXY PROXY effective as of June 9, 1999 by and between KIRAN C. PATEL ("Patel"), an individual having an address at 6800 N. Dale Mabry, Suite 268, Tampa, Florida 33614, and ROBERT W. MOREY ("Morey"), an individual having an...Irrevocable Proxy • July 19th, 1999 • Wellcare Management Group Inc • Hospital & medical service plans
AMENDMENT TO QUOTA SHARE REINSURANCE AGREEMENT BETWEEN THE WELLCARE MANAGEMENT GROUP, INC. AND ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICAQuota Share Reinsurance Agreement • May 15th, 1998 • Wellcare Management Group Inc • Hospital & medical service plans
DESCRIPTION] MATERIAL CONTRACTS EX-10.39e Copy of $6,000,000 Loan Agreement among Registrant and Subsidiaries and KeyBank National Association dated January 31, 1997 LOAN AGREEMENT AMONG THE WELLCARE MANAGEMENT GROUP, INC., WELLCARE OF NEW YORK, INC.,...Loan Agreement • March 28th, 1997 • Wellcare Management Group Inc • Hospital & medical service plans
ANDMerger Agreement • May 30th, 2002 • Wellcare Management Group Inc • Hospital & medical service plans • New York
Exhibit 10.69a Amendment to Employment Agreement Between The WellCare Management Group, Inc. (Company) And Mary Lee Campbell-Wisley (Employee) Dated January 29, 1997 WHEREAS this Amendment to said Employment Agreement is hereby made this 16th day of...Employment Agreement • July 19th, 1999 • Wellcare Management Group Inc • Hospital & medical service plans
Exhibit 10.51b VOLUNTARY SEPARATION AGREEMENT AND RELEASE This memorandum sets forth the terms and conditions of the Voluntary Separation Agreement and Release ("Agreement") between John E. Ott, on his own behalf and on behalf of his estate, heirs,...Voluntary Separation Agreement • July 19th, 1999 • Wellcare Management Group Inc • Hospital & medical service plans
Exhibit 10.81 ESCROW AND SECURITY AGREEMENT ----------------------------- This ESCROW AND SECURITY AGREEMENT (the "Agreement") is made and entered into as of June 11, 1999 by The WellCare Management Group, Inc., a New York corporation having an...Escrow and Security Agreement • July 19th, 1999 • Wellcare Management Group Inc • Hospital & medical service plans • New York
Exhibit 10.76a AMENDMENT TO STOCK PURCHASE AGREEMENT AMENDMENT (the "Amendment") dated as of June 1, 1999 to the Stock Purchase Agreement (the "Agreement") dated May 19, 1999, by and between KIRAN C. PATEL ("Purchaser"), and THE WELLCARE MANAGEMENT...Stock Purchase Agreement • July 19th, 1999 • Wellcare Management Group Inc • Hospital & medical service plans • Florida
IPA SERVICE AGREEMENT This Agreement is dated this 21st day of April, 1998 (the "Effective Date"), by and between WELLCARE OF NEW YORK, INC., a New York business corporation ("WellCare"), and DUTCHESS HEALTH CARE ALLIANCE IPA, INC., a New York...Ipa Service Agreement • August 14th, 1998 • Wellcare Management Group Inc • Hospital & medical service plans • New York
BETWEENLease Agreement • April 1st, 1998 • Wellcare Management Group Inc • Hospital & medical service plans
DESCRIPTION] MATERIAL CONTRACT EX-10.39j Copy of Guaranty of Payment and Performance dated January 31, 1997, between Registrant and KeyBank National Association GUARANTY OF PAYMENT AND PERFORMANCE THIS GUARANTY dated January 31, 1997 (the "Guaranty")...Guaranty of Payment and Performance • March 28th, 1997 • Wellcare Management Group Inc • Hospital & medical service plans • New York
RECITALSVoting Agreement • May 30th, 2002 • Wellcare Management Group Inc • Hospital & medical service plans • New York
DESCRIPTION] MATERIAL CONTRACT EX-10.39h Copy of Line-of-Credit Note in the amount of $6,000,000 dated January 31, 1997, between WellCare of New York, Inc. and KeyBank National Association LINE-OF-CREDIT NOTELine-of-Credit Note • March 28th, 1997 • Wellcare Management Group Inc • Hospital & medical service plans • New York
January 14, 1998Letter Agreement • April 1st, 1998 • Wellcare Management Group Inc • Hospital & medical service plans • New York
HMO EXCESS RISK REINSURANCE AGREEMENTHmo Excess Risk Reinsurance Agreement • June 1st, 2000 • Wellcare Management Group Inc • Hospital & medical service plans
LOAN AND SECURITY AGREEMENT LOAN AND SECURITY AGREEMENT (this "Agreement"), dated as of April 1, 1997, made by CATSKILL MEDICAL ASSOCIATES, P.C., a New York corporation (the "Borrower"), having its principal office at 140 Pine Street, Kingston, New...Loan and Security Agreement • August 14th, 1997 • Wellcare Management Group Inc • Hospital & medical service plans • New York
AMENDMENT This Amendment is made to Reinsurance Policy Numbers #17055-042 by the parties, Preferred Life Insurance Company of New York ("Preferred Life") and WellCare of Connecticut ("Plan"). In consideration of the promises contained herein, the past...Reinsurance Policy Amendment • November 17th, 1998 • Wellcare Management Group Inc • Hospital & medical service plans
