0000931763-03-000772 Sample Contracts

FIRST AMENDMENT AND WAIVER TO FIVE-YEAR CREDIT AGREEMENT
Year Credit Agreement • March 31st, 2003 • Unumprovident Corp • Accident & health insurance

THIS FIRST AMENDMENT TO FIVE-YEAR CREDIT AGREEMENT, dated as of August 13, 2002 (this “Agreement”), amends the Five-Year Credit Agreement, dated as of October 31, 2000 (the “Credit Agreement”), among UnumProvident Corporation, a Delaware corporation (the “Company”), the several financial institutions from time to time party to this Agreement (collectively, the “Banks”; individually, a “Bank”), Citicorp USA Inc. and Wachovia Bank, N.A., as Co-Syndication Agents, Fleet National Bank, as Documentation Agent and Bank of America, N.A., as Administrative Agent for the Banks (the “Agent”). Terms defined in the Credit Agreement are, unless otherwise defined herein or the context otherwise requires, used herein as defined therein.

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SECOND AMENDMENT AND WAIVER TO FIVE -YEAR CREDIT AGREEMENT
Credit Agreement • March 31st, 2003 • Unumprovident Corp • Accident & health insurance

THIS SECOND AMENDMENT TO FIVE-YEAR CREDIT AGREEMENT, dated as of March 4, 2003 (this “Amendment”), amends the Five-Year Credit Agreement, dated as of October 31, 2000 (as heretofore amended, the “Credit Agreement”), among UnumProvident Corporation, a Delaware corporation (the “Company”), the several financial institutions from time to time party to this Agreement (collectively, the “Banks”; individually, a “Bank”), Citicorp USA Inc. and Wachovia Bank, N.A., as Co-Syndication Agents, Fleet National Bank, as Documentation Agent and Bank of America, N.A., as Administrative Agent for the Banks (the “Agent”). Terms defined in the Credit Agreement are, unless otherwise defined herein or the context otherwise requires, used herein as defined therein.

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