Common Contracts

2 similar Understanding and Agreement contracts by HealthMarkets, Inc.

Attn: William J. Gedwed President and Chief Executive Officer
Understanding and Agreement • April 2nd, 2007 • HealthMarkets, Inc. • Accident & health insurance • New York

Reference is made to the Placement Agreement, dated as of August 9, 2006 (the “Placement Agreement”), between and among Grapevine Finance LLC (the “Issuer”), HealthMarkets LLC (“HealthMarkets”) and The Blackstone Group L.P. (“Blackstone”), pursuant to which Blackstone agreed to act as Placement Agent in connection with the offering and sale by the Issuer of the Issuer’s 6.7120% Notes due July 15, 2021 in the aggregate principal amount of $72,350,000 (the “Notes”). This letter confirms the understanding and agreement (“Agreement”) between Blackstone and HealthMarkets, Inc. (the “Company”) regarding the compensation to be paid to Blackstone by HealthMarkets in connection with the transactions contemplated by the Placement Agreement.

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HealthMarkets, LLC c/o HealthMarkets, Inc. 9151 Grapevine Highway North Richland Hills, Texas 76180 Attn: William J. Gedwed President and Chief Executive Officer Dear Mr. Gedwed:
Understanding and Agreement • November 9th, 2006 • HealthMarkets, Inc. • Accident & health insurance • New York

Reference is made to the Placement Agreement, dated as of August 9, 2006 (the “Placement Agreement”), between and among Grapevine Finance LLC (the “Issuer”), HealthMarkets LLC (“HealthMarkets”) and The Blackstone Group L.P. (“Blackstone”), pursuant to which Blackstone agreed to act as Placement Agent in connection with the offering and sale by the Issuer of the Issuer’s 6.7120% Notes due July 15, 2021 in the aggregate principal amount of $72,350,000 (the “Notes”). This letter confirms the understanding and agreement (“Agreement”) between Blackstone and HealthMarkets, Inc. (the “Company”) regarding the compensation to be paid to Blackstone by HealthMarkets in connection with the transactions contemplated by the Placement Agreement.

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