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CUSIP No 90277W Page 8 of 9 Pages
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Exhibit 1
Amendment to Proxy Agreement
between
Xxxxxx Xxxxx and Xxxxxxxxxx Xxxxx-Xxxxx
WHEREAS, Xxxxxxxxxx Xxxxx-Xxxxx ("Grantor") and Xxxxxx Xxxxx ("Xxxxx") are
parties to a Proxy Agreement, dated the 2nd day of February, 2001, (the "Proxy
Agreement") concerning shares of voting common stock, par value $0.01 per share
(the "Shares"), of ULH Corporation, a Delaware corporation formerly known as
UniHolding Corporation (the "Company"); and
WHEREAS, Grantor and Xxxxx wish to amended the Proxy Agreement to increase
the number of shares which Xxxxx is granted power to vote and dispose of;
NOW, THEREFORE, in consideration of the foregoing and for other good and
valuable consideration:
1. The first paragraph of the Proxy Agreement is amended to state:
WHEREAS, Xxxxxxxxxx Xxxxx-Xxxxx ("Grantor") is beneficial owner of
605,516 shares of voting common stock, par value $0.01 per share (the "Shares"),
of ULH Corporation, a Delaware corporation formerly known as UniHolding
Corporation (the "Company");
Acknowledged and agreed, as of this 22d day of March, 2001
By: /S/ XXXXXXXXXX XXXXX-XXXXX
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Xxxxxxxxxx Xxxxx-Xxxxx