AMERIGROUP CORP Contracts & Agreements

AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER (Filed With SEC on October 2, 2012)

AMENDMENT NUMBER 11 MIDDLE GRAND REGION CONTRACTOR RISK AGREEMENT BETWEEN THE STATE OF TENNESSEE, d.b.a. TENNCARE AND AMERIGROUP TENNESSEE, INC. CONTRACT NUMBER: FA- 07-16936-00 (Filed With SEC on August 3, 2012)

AGREEMENT AND PLAN OF MERGER dated as of July 9, 2012 among WELLPOINT, INC. WELLPOINT MERGER SUB, INC. and AMERIGROUP CORPORATION TABLE OF CONTENTS (Filed With SEC on July 9, 2012)

AMENDMENT NUMBER 10 MIDDLE GRAND REGION CONTRACTOR RISK AGREEMENT BETWEEN THE STATE OF TENNESSEE, d.b.a. TENNCARE AND AMERIGROUP TENNESSEE, INC. CONTRACT NUMBER: FA- 07-16936-00 (Filed With SEC on January 24, 2012)

AMERIGROUP Corporation 7.5% Senior Notes due 2019 Underwriting Agreement (Filed With SEC on January 13, 2012)

AMERIGROUP CORPORATION (Filed With SEC on November 17, 2011)

Underwriting Agreement, dated November 10, 2011 between AMERIGROUP Corporation and Goldman, Sachs & Co (Filed With SEC on November 14, 2011)

AMENDMENT NUMBER 9 MIDDLE GRAND REGION CONTRACTOR RISK AGREEMENT BETWEEN THE STATE OF TENNESSEE, d.b.a. TENNCARE AND AMERIGROUP TENNESSEE, INC. CONTRACT NUMBER: FA- 07-16936-00 (Filed With SEC on November 2, 2011)

AMENDMENT NUMBER 8 MIDDLE GRAND REGION CONTRACTOR RISK AGREEMENT BETWEEN THE STATE OF TENNESSEE, d.b.a. TENNCARE AND AMERIGROUP TENNESSEE, INC. CONTRACT NUMBER: FA- 07-16936-00 (Filed With SEC on August 8, 2011)

AMENDMENT TO THE AMERIGROUP CORPORATION SEVERANCE PLAN (Filed With SEC on April 1, 2011)

AMENDMENT NO. 3 TO EMPLOYMENT AGREEMENT (Filed With SEC on April 1, 2011)

EX-101 INSTANCE DOCUMENT (Filed With SEC on February 23, 2011)

AMERIGROUP CORPORATION 2009 EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT (Filed With SEC on February 15, 2011)

Contractual Document (CD) (Filed With SEC on November 3, 2010)

AMENDMENT NUMBER 5 CONTRACTOR RISK AGREEMENT BETWEEN THE STATE OF TENNESSEE, d.b.a. TENNCARE AND AMERIGROUP TENNESSEE, INC. CONTRACT NUMBER: FA- 07-16936-00 (Filed With SEC on May 26, 2010)

AMERIGROUP Corporation 2005 Executive Deferred Compensation Plan (Amended and Restated as of May 15, 2010) Table of Contents (Filed With SEC on May 18, 2010)

AMERIGROUP Corporation 2005 Non-Employee Directors Deferred Compensation Plan Amended and Restated as of May 15, 2010Table of Contents (Filed With SEC on May 18, 2010)

State of Tennessee Department of Finance and Administration Bureau of TennCare 310 Great Circle Road Nashville, Tennessee 37243 Phil Bredesen Governor M. D. Goetz, Jr. Commissioner (Filed With SEC on December 30, 2009)

AMENDMENT TO 2009 EQUITY INCENTIVE PLAN (Filed With SEC on August 10, 2009)

AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT (Filed With SEC on August 10, 2009)

EMPLOYMENT AND RETIREMENT AGREEMENT (Filed With SEC on August 10, 2009)

Financial Statements (Filed With SEC on May 5, 2009)

AMENDMENT TO THE AMERIGROUP CORPORATION SEVERANCE PLAN (Filed With SEC on May 4, 2009)

AMERIGROUP CORPORATION 2009 EQUITY INCENTIVE PLAN INCENTIVE STOCK OPTION AGREEMENT (Filed With SEC on May 4, 2009)

AMERIGROUP CORPORATION 2009 EQUITY INCENTIVE PLAN NONQUALIFIED STOCK OPTION AGREEMENT (Filed With SEC on May 4, 2009)

AMERIGROUP CORPORATION 2009 EQUITY INCENTIVE PLAN RESTRICTED STOCK AGREEMENT (Filed With SEC on May 4, 2009)

AMERIGROUP CORPORATION 2009 EQUITY INCENTIVE PLAN STOCK APPRECIATION RIGHT AGREEMENT (Filed With SEC on May 4, 2009)

local, state and national economic conditions, including their effect on the rate increase process and timing of payments (Filed With SEC on February 24, 2009)

FIFTH AMENDMENT TO CREDIT AND GUARANTY AGREEMENT (Filed With SEC on December 16, 2008)

AMERIGROUP CORPORATION AMENDED AND RESTATED 2005 EQUITY INCENTIVE PLAN (Amended and Restated as of November 6, 2008) (Filed With SEC on November 12, 2008)

AMERIGROUP CORPORATION AMENDED AND RESTATED 2007 CASH INCENTIVE PLAN (Amended and Restated as of November 6, 2008) (Filed With SEC on November 12, 2008)

AMERIGROUP CORPORATION AMENDED AND RESTATED CHANGE IN CONTROL BENEFIT POLICY (Amended and Restated as of November 6, 2008) (Filed With SEC on November 12, 2008)

AMENDMENT NO. 1 TO EXECUTIVE EMPLOYMENT AGREEMENT (Filed With SEC on November 12, 2008)

AMERIGROUP CORPORATION SEVERANCE PLAN Effective July 30, 2008 TABLE OF CONTENTS (Filed With SEC on November 12, 2008)

AHCA CONTRACT NO. FA614 AMENDMENT NO. 9 (Filed With SEC on September 8, 2008)

SETTLEMENT AGREEMENT I. PARTIES (Filed With SEC on August 14, 2008)

CORPORATE INTEGRITY AGREEMENT BETWEEN THE OFFICE OF INSPECTOR GENERAL OF THE DEPARTMENT OF HEALTH AND HUMAN SERVICES AND AMERIGROUP CORPORATION (Filed With SEC on August 14, 2008)

Department of Human Services Division of Medical Assistance And Health Services PO Box 712 Jon S. Corzine Trenton NJ ###-###-#### Jennifer VelezGovernor Telephone ###-###-####... (Filed With SEC on July 29, 2008)

AMENDMENT NUMBER 3 (Filed With SEC on July 29, 2008)

SEPARATION AND RELEASE AGREEMENT (Filed With SEC on June 12, 2008)

Amerigroup Florida, Inc. d/b/a Amerigroup Community Care Medicaid HMO Contract AHCA CONTRACT NO. FAR005 AMENDMENT NO. 5 (Filed With SEC on February 22, 2008)

Amerigroup Florida, Inc. d/b/a Amerigroup Community Care Medicaid Reform HMO Contract AHCA CONTRACT NO. FAR005 AMENDMENT NO. 7 (Filed With SEC on February 22, 2008)

2 Peachtree Street, NWRhonda M. Meadows, MD Commissioner Sonny Perdue, Governor Atlanta, GA 30303-3159 www.dch.georgia.gov (Filed With SEC on February 22, 2008)

AMERIGROUP CORPORATION 2005 EQUITY INCENTIVE PLAN NONQUALIFIED STOCK OPTION AGREEMENT (Filed With SEC on February 14, 2008)

AMERIGROUP CORPORATION 2005 EQUITY INCENTIVE PLAN INCENTIVE STOCK OPTION AGREEMENT (Filed With SEC on February 14, 2008)

RESTRICTED STOCK AGREEMENT PURSUANT TO THE AMERIGROUP CORPORATION 2005 EQUITY INCENTIVE PLAN (Filed With SEC on February 14, 2008)

AMERIGROUP CORPORATION 2005 EQUITY INCENTIVE PLAN STOCK APPRECIATION RIGHT AGREEMENT (Filed With SEC on February 14, 2008)

EMPLOYMENT AGREEMENT (Filed With SEC on January 18, 2008)

EXECUTIVE NONCOMPETITION, NONDISCLOSURE AND DEVELOPMENTS AGREEMENT (Filed With SEC on January 18, 2008)

AHCA CONTRACT NO. FA614 AMENDMENT NO. 7 (Filed With SEC on January 7, 2008)

AHCA CONTRACT NO. FA614 AMENDMENT NO. 5 (Filed With SEC on December 5, 2007)

AHCA CONTRACT NO. FA614 AMENDMENT NO. 6 (Filed With SEC on December 5, 2007)

FOURTH AMENDMENT TO CREDIT AND GUARANTY AGREEMENT (Filed With SEC on December 3, 2007)

Financial Statements (Filed With SEC on November 2, 2007)

RETIREMENT AND CONSULTING AGREEMENT (Filed With SEC on October 3, 2007)

AHCA CONTRACT NO. FA614 AMENDMENT NO. 4 (Filed With SEC on September 7, 2007)

Financial Statements (Filed With SEC on July 30, 2007)

BS/wc cc: Sincerely, /s/ Barry Shepard Barry Shepard Contract Specialist Charemon Grant, Esq. General Counsel File 1 Equal Opportunity Employer Signature of Acceptance: (Filed With SEC on July 5, 2007)

AMERIGROUP CORPORATION 2007 CASH INCENTIVE PLAN (Filed With SEC on May 14, 2007)

CREDIT AND GUARANTY AGREEMENT (Filed With SEC on May 3, 2007)

GOLDMAN SACHS CREDIT PARTNERS L.P. 85 Broad Street New York, New York 10004 (Filed With SEC on May 3, 2007)

PLEDGE AND SECURITY AGREEMENT dated as of March 26, 2007 between EACH OF THE GRANTORS PARTY HERETO and (Filed With SEC on May 3, 2007)

AMENDMENT TO CONFIRMATION (Filed With SEC on April 9, 2007)

AMERIGROUP CORPORATION (Filed With SEC on April 3, 2007)

AMERIGROUP Corporation (Filed With SEC on April 3, 2007)

AMERIGROUP CorporationTo: 4425 Corporation Lane Virginia Beach, VA 23462 A/C: [Insert Account Number] From: Wells Fargo Bank, National Association Re: Convertible Bond Hedge... (Filed With SEC on April 3, 2007)

AMERIGROUP CorporationTo: 4425 Corporation Lane Virginia Beach, VA 23462 A/C: [Insert Account Number] From: Wells Fargo Bank, National Association Re: Issuer Warrant Transaction... (Filed With SEC on April 3, 2007)

SECURITY AGREEMENT (Deposit Account at Bank of America, N.A.) (Filed With SEC on March 26, 2007)

SEPARATION AGREEMENT AND GENERAL RELEASE (Filed With SEC on February 16, 2007)

AHCA CONTRACT NO. FA614 AMENDMENT NO. 1 (Filed With SEC on January 5, 2007)

AMENDMENT NO. 3 (Filed With SEC on November 27, 2006)

APPENDIX X Agency Code 12000 Period 7/1/1998 6/30/2007 Contract No. C-015473 Funding Amount for Period $272,906,633 (Filed With SEC on November 21, 2006)

Financial Statements (Filed With SEC on August 4, 2006)

STATE OF ILLINOIS DEPARTMENT OF PUBLIC AID (Filed With SEC on May 9, 2006)

AMERIGROUP FLORIDA, INC. Medicaid HMO Contract AHCA CONTRACT NO. FA523 AMENDMENT NO. 10 (Filed With SEC on May 9, 2006)

APPENDIX X Agency Code 12000 Contract No. C020429Period 10/1/05 9/30/08 Funding Amount for Period Based on approved capitation rates (Filed With SEC on May 9, 2006)

DEPARTMENT OF HEALTH & HUMAN SERVICES Centers for Medicare & Medicaid Services 7500 Security Boulevard Baltimore, Maryland 21244 Date: October 18, 2005 To: Medicare Advantage,... (Filed With SEC on May 9, 2006)

ADDENDUM TO MEDICARE MANAGED CARE CONTRACT PURSUANT TO SECTIONS 1860D-1 THROUGH 1860D-42 OF THE SOCIAL SECURITY ACT FOR THE OPERATION OF A VOLUNTARY MEDICARE PRESCRIPTION DRUG PLAN (Filed With SEC on May 9, 2006)

SEPARATION AGREEMENT AND GENERAL RELEASE (Filed With SEC on December 6, 2005)

Financial Statements (Filed With SEC on November 4, 2005)

AMERIGROUP CORPORATION 2005 EQUITY INCENTIVE PLAN NONQUALIFIED STOCK OPTION AGREEMENT (Filed With SEC on November 3, 2005)

AHCA CONTRACT NO. FA523 AMENDMENT NO. 7 (Filed With SEC on June 15, 2005)

AMENDMENT NO. 2 (Filed With SEC on May 13, 2005)

AMERIGROUP CORPORATION 2005 EQUITY INCENTIVE PLAN INCENTIVE STOCK OPTION AGREEMENT (Filed With SEC on May 13, 2005)

AMERIGROUP CORPORATION 2005 EQUITY INCENTIVE PLAN NONQUALIFIED STOCK OPTION AGREEMENT (Filed With SEC on May 13, 2005)

AMERIGROUP CORPORATION 2005 EQUITY INCENTIVE PLAN STOCK APPRECIATION RIGHT AGREEMENT (Filed With SEC on May 13, 2005)

AHCA CONTRACT NO. FA523 AMENDMENT NO. 6 (Filed With SEC on May 11, 2005)

AMERIGROUP CORPORATION 2005 EQUITY INCENTIVE PLAN INCENTIVE STOCK OPTION AGREEMENT (Filed With SEC on May 9, 2005)

AMERIGROUP CORPORATION 2005 EQUITY INCENTIVE PLAN NONQUALIFIED STOCK OPTION AGREEMENT (Filed With SEC on May 9, 2005)

RESTRICTED STOCK AGREEMENT PURSUANT TO THE AMERIGROUP CORPORATION 2005 EQUITY INCENTIVE PLAN (Filed With SEC on May 9, 2005)

AMERIGROUP CORPORATION 2005 EQUITY INCENTIVE PLAN STOCK APPRECIATION RIGHT AGREEMENT (Filed With SEC on May 9, 2005)

AMENDMENT 13 TO THE AGREEMENT BETWEEN THE HEALTH & HUMAN SERVICES COMMISSION AND AMERIGROUP TEXAS, INC. FOR HEALTH SERVICES TO THE CHILDRENS HEALTH INSURANCE PROGRAM (Filed With SEC on May 5, 2005)

AHCA CONTRACT NO. FA523 AMENDMENT NO. 5 (Filed With SEC on May 5, 2005)

State of New Jersey DEPARTMENT OF HUMAN SERVICES RICHARD J. CODEY Acting Governor DIVISION OF MEDICAL ASSISTANCE AND HEALTH SERVICES JAMES M. DAVY Commissioner P.O. Box 712... (Filed With SEC on March 9, 2005)

STATE OF NEW JERSEY DEPARTMENT OF HUMAN SERVICES DIVISION OF MEDICAL ASSISTANCE AND HEALTH SERVICES AND AMERIGROUP NEW JERSEY, INC. AGREEMENT TO PROVIDE HMO SERVICES (Filed With SEC on March 9, 2005)

AMERIGROUP OF FLORIDA, INC. Medicaid HMO Contract AHCA CONTRACT NO. FA523 AMENDMENT NO. 2 (Filed With SEC on March 9, 2005)

SEPARATION AGREEMENT AND RELEASE (Filed With SEC on March 4, 2005)

AMERIGROUP Corporation 1 2005 Executive Deferred Compensation PlanTable of Contents (Filed With SEC on March 4, 2005)

AMERIGROUP Corporation 1 2005 Non-Employee Directors Deferred Compensation PlanTable of Contents (Filed With SEC on March 4, 2005)

EMPLOYEE NONCOMPETITION, NONDISCLOSURE AND DEVELOPMENTS AGREEMENT (Filed With SEC on February 23, 2005)

AMERIGROUP CORPORATION 2003 EQUITY INCENTIVE PLAN NONQUALIFIED STOCK OPTION AGREEMENT (Filed With SEC on February 8, 2005)

CLOSING AGREEMENT (Filed With SEC on January 6, 2005)

Current assets (Filed With SEC on August 4, 2004)

STATEOF TEXAS HHSC Contract No. 529-03-035-0COUNTY OF TRAVIS AMENDMENT 15 TO THE AGREEMENT BETWEEN THE HEALTH & HUMAN SERVICES COMMISSION AND AMERIGROUP TEXAS, INC. FOR HEALTH... (Filed With SEC on May 7, 2004)

STATE OF TEXAS HHSC Contract No. 529-03-036-M COUNTY OF TRAVIS AMENDMENT 13 TO THE AGREEMENT BETWEEN THE HEALTH & HUMAN SERVICES COMMISSION AND AMERIGROUP TEXAS, INC. FOR HEALTH... (Filed With SEC on May 7, 2004)

STATE OF TEXAS HHSC Contract No. 65M1015HPCCOUNTY OF TRAVIS AMENDMENT 6 TO THE AGREEMENT BETWEEN THE HEALTH & HUMAN SERVICES COMMISSION AND AMERIGROUP TEXAS, INC. FOR HEALTH... (Filed With SEC on May 7, 2004)

STATE OF TEXAS HHSC CONTRACT NO. 529-00-139-K (Filed With SEC on May 7, 2004)

Amended and Restated Contract (Filed With SEC on March 9, 2004)

Amended and Restated contracts (Filed With SEC on March 9, 2004)

Amended and Restated Contracts (Filed With SEC on March 9, 2004)

Amendent 8.to the 2002 Contract (Filed With SEC on March 9, 2004)

Ex-10.17.3 Amended and Restated Credit Agrement (Filed With SEC on November 5, 2003)

Ex-10.17.4 Amended and Restated Security Agreement (Filed With SEC on November 5, 2003)

Ex-10.17.5 Amended and Restated Pledge Agreement (Filed With SEC on November 5, 2003)

Ex-10.17.6 Amended and Restated Pledge Agreement (Filed With SEC on November 5, 2003)

MERGER AGREEMENT among AMERIGROUP FLORIDA, INC. (Buyer) and AMERIGROUP CORPORATION (Parent) and THE PERSONS LISTED ON EXHIBIT A (collectively, Shareholders) and PHPHOLDINGS, INC.... (Filed With SEC on January 9, 2003)

AMENDMENT 10 (Filed With SEC on November 1, 2002)

AMENDMENT (Filed With SEC on November 1, 2002)

Texas Department Of Human Services [LOGO OF THE STATE OF TEXAS] STAR+PLUS CONTRACT AMERIGROUP TEXAS INC HARRIS SERVICE AREA (Filed With SEC on November 1, 2002)

AMENDMENT FIVE TO THE AGREEMENT BETWEEN THE HEALTH & HUMAN SERVICES COMMISSION AND AMERIGROUP TEXAS, INC. FOR HEALTH SERVICES TO THE CHILDRENS HEALTH INSURANCE PROGRAM (Filed With SEC on November 1, 2002)

CREDIT AND GUARANTY AGREEMENT Dated as of December 14, 2001 among AMERIGROUP CORPORATION, (Filed With SEC on March 12, 2002)

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AMERIGROUP CORP Contracts & Agreements