RECITALSRegistration Rights Agreement • December 15th, 2000 • Rightchoice Managed Care Inc /De • Hospital & medical service plans • Delaware
BLUE SHIELD CONTROLLED AFFILIATE LICENSE AGREEMENT (Includes revisions adopted by Member Plans through their September 22, 2000 meeting)Controlled Affiliate License Agreement • December 15th, 2000 • Rightchoice Managed Care Inc /De • Hospital & medical service plans • Illinois
A. The legal authority, directly or indirectly through wholly-owned subsidiaries: (a) to select members of the Controlled Affiliate's governing body having more than 50% voting control thereof; (b) to exercise control over the policy and operations of...Blue Cross License Agreement • December 15th, 2000 • Rightchoice Managed Care Inc /De • Hospital & medical service plans • Illinois
A. The legal authority, directly or indirectly through wholly-owned subsidiaries: (a) to select members of the Controlled Affiliate's governing body having more than 50% voting control thereof; (b) to exercise control over the policy and operations of...Blue Shield License Agreement • December 15th, 2000 • Rightchoice Managed Care Inc /De • Hospital & medical service plans • Illinois
RECITALSShare Escrow Agent Agreement • December 15th, 2000 • Rightchoice Managed Care Inc /De • Hospital & medical service plans • Delaware
Exhibit 99.2 December 14, 2000 Mr. John A. O'Rourke President & CEO Blue Cross Blue Shield of Missouri 1831 Chestnut Street St. Louis, MO 63103 Mr. John A. O'Rourke Chairman, President & CEO RightCHOICE Managed Care, Inc. 1831 Chestnut Street St....Rightchoice Managed Care Inc /De • December 15th, 2000 • Hospital & medical service plans
On November 30, 2000, PricewaterhouseCoopers, LLP ("PwC") issued to you a tax opinion regarding certain federal income tax issues relating to the Transfer and Assumption Transaction(1) not addressed in the private letter ruling then expected to be issued by the Internal Revenue Service (the "IRS") to Blue Cross and Blue Shield of Missouri ("BCBSMo"), regarding the federal income tax consequences of certain elements of a series of transactions prescribed by the Settlement Agreement and Plan (the "PLR"). PwC's opinion was based on the assumption that the IRS would rule as requested without any material modifications.
Exhibit 8.1 November 30, 2000 Mr. John A. O'Rourke President & CEO Blue Cross Blue Shield of Missouri 1831 Chestnut Street St. Louis, MO 63103 Mr. John A. O'Rourke Chairman, President & CEO RightCHOICE Managed Care, Inc. 1831 Chestnut Street St....Rightchoice Managed Care Inc /De • December 15th, 2000 • Hospital & medical service plans
Exhibit 99.1 November 30, 2000 Mr. John A. O'Rourke President & CEO Blue Cross Blue Shield of Missouri 1831 Chestnut Street St. Louis, MO 63103 Mr. John A. O'Rourke Chairman, President & CEO RightCHOICE Managed Care, Inc. 1831 Chestnut Street St....Rightchoice Managed Care Inc /De • December 15th, 2000 • Hospital & medical service plans
RECITALSFee Agreement • December 15th, 2000 • Rightchoice Managed Care Inc /De • Hospital & medical service plans • Delaware
Exhibit 10.10Indemnification Agreement • December 15th, 2000 • Rightchoice Managed Care Inc /De • Hospital & medical service plans • Missouri
