THIS SEVERANCE AGREEMENT ("Agreement") is entered into as of the 15th day of April 2005, by and
between United American of Tennessee, Inc. ("Employer") and Osbie L. Howard ("Employee").
A. Employee previously was employed by Employer.
B. Said employment terminated effective April 15, 2005 (the "Termination Date").
C. Employee and Employer wish to memorialize herein all of their respective rights and duties relating to said
employment and the termination thereof.
1. Employee's employment by Employer shall be deemed terminated effective on the Termination Date.
2. Upon receipt by Employer of a copy of this Agreement signed by Employee, Employer shall continue to pay
Employee bi-weekly consistent with Employer's payroll policies, payments equal to Employee's rate of salary in
existence immediately preceding his termination of employment, for a period of sixteen (16) consecutive weeks
after the Termination Date. Said weekly payments shall be subject to deductions for applicable taxes and as
otherwise required by law and/or authorized by Employee. Additionally, Employer shall continue on behalf of
Employee for said sixteen (16) week period Employee's current group health benefit coverage. Thereafter
Employer shall either pay on behalf of Employee, or reimburse Employee for, any premium applicable to the
continuation of Employee's health benefits coverage under COBRA, for the balance of one (1) year after the
Said consideration shall be contingent upon Employee not revoking this Agreement as provided below and
Employee agrees that he is not otherwise entitled to receive this consideration.
3. In return for the consideration set forth above, Employee hereby unconditionally releases and forever
discharges Employer, as well as each of its parent(s), subsidiary(ies), division(s), component(s), affiliate(s),
successor(s), related entities, and assign(s) (including by example and not limitation, OmniCare Health Plan, I