Allscripts Inc /Il Sample Contracts

Allscripts Inc /Il – STRATEGIC ALLIANCE AGREEMENT (October 27th, 2000)

EXHIBIT 10.5 STRATEGIC ALLIANCE AGREEMENT This Strategic Alliance Agreement (this "Agreement") is entered into this --------- 16th day of February, 2000, by and between IMS Health Incorporated, a Delaware corporation ("IMS"), and Allscripts, Inc., a Delaware corporation --- ("Allscripts"). ---------- WHEREAS, IMS is engaged in, among other things, the business of providing information solutions to the pharmaceutical and healthcare industries; WHEREAS, Allscripts is engaged in, among other things, the business of providing physicians with Internet and client/server medical management solutions designed to improve the quality and cost effectiveness of pharmaceutical healthcare; WHEREAS, as soon as practicable after the date hereof, IMS and Allscripts intend to organize a limited liability company pursuant to

Allscripts Inc /Il – EMPLOYMENT AGREEMENT (August 14th, 2000)

EXHIBIT 10.4 ------------ EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is made as of this 5/th/ day of April, 2000, by and between Allscripts, Inc., a corporation organized and existing under the laws of the State of Illinois, with its principal place of business at 2401 Commerce Drive, Libertyville, Illinois 60048 ("Company"), and Lee A. Shapiro ("Executive"). RECITALS WHEREAS, the Company desires to employ Executive as its Executive Vice President of Strategic Business Development; and WHEREAS, Executive desires to be employed by Company in the aforesaid capacity. NOW THEREFORE, in consideration of the foregoing premises, of the mutual agreements and covenants contained herein and for other good and valuable consideration, the receipt and suffi

Allscripts Inc /Il – 1993 STOCK INCENTIVE PLAN (August 14th, 2000)

EXHIBIT 10.1 ------------ AMENDMENT TO ALLSCRIPTS, INC. AMENDED AND RESTATED 1993 STOCK INCENTIVE PLAN RESOLVED, that the second sentence of Section 2 is hereby deleted in its entirety and replaced with the following: "The maximum number of Common Shares to be issued pursuant to all grants under this Plan shall be 7,393,489." ALLSCRIPTS, INC. AMENDED AND RESTATED 1993 STOCK INCENTIVE PLAN WHEREAS, on September 14, 1993, the Board of Directors of Allscripts, Inc. (the "Company") approved the adoption of the Company's 1993 Stock Incentive Plan (this "Plan" or the "1993 Plan"); WHEREAS, effective June 28, 1999

Allscripts Inc /Il – AGREEMENT AND PLAN OF MERGER (July 27th, 2000)

EXHIBIT 99.2 [EXECUTION COPY] ================================================================================ AGREEMENT AND PLAN OF MERGER BY AND AMONG ALLSCRIPTS HOLDING, INC., ALLSCRIPTS, INC., BURSAR ACQUISITION, INC., BURSAR ACQUISITION NO. 2, INC., IDX SYSTEMS CORPORATION AND CHANNELHEALTH INCORPORATED DATED AS OF JULY 13, 2000 ================================================================================ TABLE OF CONTENTS

Allscripts Inc /Il – Agreement and Plan of Merger (May 31st, 2000)

Exhibit 2.1 Agreement and Plan of Merger by and among ALLSCRIPTS, INC., ("Parent") WEBDOC ACQUISITION CORP., ("Merger Sub") MEDIFOR, INC., (the "Company") and Certain Shareholders of the Company Dated as of April 12, 2000 AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER (this "Agreement") is entered into as of the 12th day of April, 2000, by and among ALLSCRIPTS, INC., a Delaware corporation ("Parent"), WEBDOC ACQUISITION CORP., a Washington corporation and wholly-owned subsidiary of Parent ("Merger Sub"), MEDIFOR, INC., a

Allscripts Inc /Il – REGISTRATION RIGHTS AGREEMENT (May 31st, 2000)

Exhibit 4.1 REGISTRATION RIGHTS AGREEMENT Allscripts, Inc. REGISTRATION RIGHTS AGREEMENT ----------------------------- This Registration Rights Agreement (the "Agreement") is made and entered into as of the 17th day of May 2000, by and between Allscripts, Inc., a Delaware corporation (the "Company"), and the persons or entities listed on Exhibit A attached hereto (collectively, the "Holders"). W I T N E S S E T H: WHEREAS, pursuant to an Agreement and Plan of Merger, dated as of April 12, 2000 (the "Merger Agreement"), by and among the Holders, the Company, Medifor, Inc. ("Medifor") and Webdoc Acquisition Corp., a wholly owned subsidiary of the Company, the Holders have agreed to exchange each share of the Common Stock, no par value per share, of Medifor for shares of the Common Stock, par valu

Allscripts Inc /Il – REGISTRATION RIGHTS AGREEMENT (May 24th, 2000)

EXHIBIT 4.1 REGISTRATION RIGHTS AGREEMENT Allscripts, Inc. REGISTRATION RIGHTS AGREEMENT ----------------------------- This Registration Rights Agreement (the "Agreement") is made and entered into as of the 9th day of May 2000, by and between Allscripts, Inc., a Delaware corporation (the "Company"), and W. Marc Lyerly, Scott J. Hammack and Kevin A. Hahn (collectively, the "Holders"). W I T N E S S E T H: WHEREAS, pursuant to an Agreement and Plan of Merger, dated as of March 13, 2000 (the "Merger Agreement"), by and among the Holders, the Company, Masterchart, Inc. ("Masterchart") and MC Acquisition Corp., a wholly owned subsidiary of the Company, the Holders have agreed to exchange each share of the Common Stock, no par value per share, of Masterchart for 187.25569 shares of the Common Stock, pa

Allscripts Inc /Il – AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER (May 24th, 2000)

EXHIBIT 2.2 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER THIS AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER (this "AMENDMENT") is dated as of May 9, 2000 by and among ALLSCRIPTS, INC., a Delaware corporation, MC ACQUISITION CORP., an Illinois corporation and a wholly owned subsidiary of Parent, MASTERCHART, INC., an Illinois corporation and the shareholders of the Company who are signatories to this Amendment. Capitalized terms used herein but not defined herein shall have the respective meanings set forth in the Existing Agreement (as defined below). W I T N E S S E T H WHEREAS, Parent, Merger Sub, the Company and Shareholders are parties to that certain Agreement and Plan of Merger dated as of March 13, 2000 (the "EXISTING AGREEMENT"), providing, among other things, for the merger of Merger Sub within and into the Company; and WHEREAS, the parties hereto desire to amend cer

Allscripts Inc /Il – Agreement and Plan of Merger (May 24th, 2000)

Exhibit 2.1 Agreement and Plan of Merger by and among ALLSCRIPTS, INC., ("Parent") MC ACQUISITION CORP., ("Merger Sub") MASTERCHART, INC., (the "Company") and The Stockholders of MASTERCHART, INC. Dated as of March 13, 2000 SCHEDULES --------- Disclosure Schedule AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER (this "Agreement") is entered into as of the 13th day of March, 2000, by and among ALLSCRIPTS, INC., a Delaware corporation ("Parent"), MC ACQ

Allscripts Inc /Il – LEASE AGREEMENT (February 18th, 2000)

Exhibit 10.5 CONCEPTS II BUILDING -------------------- FIRST AMENDMENT --------------- TO -- LEASE AGREEMENT --------------- between ------- AMERICAN NATIONAL BANK AND TRUST COMPANY OF CHICAGO --------------------------------------------------- as Trustee under Trust Agreement dated May 15, 1994, ---------------------------------------------------- and known as Trust Number MP-012430 ----------------------------------- LANDLORD

Allscripts Inc /Il – LEASE AGREEMENT (January 27th, 2000)

Exhibit 10.5 CONCEPTS II BUILDING -------------------- FIRST AMENDMENT --------------- TO -- LEASE AGREEMENT --------------- between ------- AMERICAN NATIONAL BANK AND TRUST COMPANY OF CHICAGO --------------------------------------------------- as Trustee under Trust Agreement dated May 15, 1994, ---------------------------------------------------- and known as Trust Number MP-012430 ----------------------------------- LANDLORD

Allscripts Inc /Il – Underwriting Agreement (January 27th, 2000)

Allscripts, Inc. Common Stock (par value $.01 per share) ---------------- Underwriting Agreement ---------------------- _________ __, 2000 Goldman, Sachs & Co. Bear, Stearns & Co. Inc. CIBC World Markets Corp. Wit Capital Corporation As representatives of the several Underwriters named in Schedule I hereto, c/o Goldman, Sachs & Co., 85 Broad Street, New York, New York 10004. Ladies and Gentlemen: Allscripts, Inc., a Delaware corporation (the "Company"), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the "Underwriters") an aggregate of 692,000 shares and, at the election of the Underwriters, up to 300,000 additional shares (the "Optional Shares") of common s

Allscripts Inc /Il – EMPLOYMENT AGREEMENT (November 15th, 1999)

EXHIBIT 10.1 EMPLOYMENT AGREEMENT THIS AGREEMENT (the "Agreement") is made as of this 2nd day of August, 1999, by and between Allscripts, Inc., a corporation organized and existing under the laws of the State of Illinois, with its principal place of business at 2401 Commerce Drive, Libertyville, Illinois 60048 ("Company") and Joseph E. Carey ("Executive"). RECITALS WHEREAS, the Company desires to employ Executive as its Chief Operating Officer; WHEREAS, Executive desires to be employed by Company in the aforesaid capacity; NOW THEREFORE, in consideration of the foregoing premises, of the mutual agreements and covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: AGREEMENT I.

Allscripts Inc /Il – CERTIFICATE OF INCORPORATION (July 20th, 1999)

EXHIBIT 3.1 ----------- CERTIFICATE OF INCORPORATION OF ALLSCRIPTS, INC. (A Delaware Corporation) FIRST: The name of the corporation is Allscripts, Inc. SECOND: The address of the Corporation's registered office in the State of Delaware is 1209 Orange Street, in the City of Wilmington, County of New Castle. The name of the Corporation's registered agent at such address is The Corporation Trust Company. THIRD: The nature of the business and the objects and purposes to be conducted or promoted by the Corporation are to engage in any lawful act or activity for which corporations may be organized under the General Corporation Law of the State of Delaware. FOURTH: 1. Authorized Shares. The

Allscripts Inc /Il – ASSET PURCHASE AGREEMENT (July 20th, 1999)

EXHIBIT 10.18 ASSET PURCHASE AGREEMENT by and among ALLSCRIPTS, INC. and SHOPPING@HOME, INC. GLEN TULLMAN, LEE SHAPIRO, STANLEY CRANE and JOSEPH E. CAREY Dated as of June 30, 1999 ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT is entered into as of June 30, 1999, by and among ALLSCRIPTS, INC., an Illinois corporation ("Buyer"), SHOPPING@HOME, INC., a Delaware corporation ("Seller"), GLEN TULLMAN, LEE SHAPIRO, STANLEY CRANE and JOSEPH E. CAREY (collectively the "Shareholders"). The Buyers, the Seller and the Sha

Allscripts Inc /Il – AGREEMENT AND PLAN OF MERGER (July 20th, 1999)

EXHIBIT 2.1 ----------- AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER is entered into as of ____________, 1999 by ALLSCRIPTS, INC., an Illinois corporation (the "Company"), and ALLSCRIPTS, INC., a Delaware corporation and a wholly owned subsidiary of the Company ("Allscripts"). The parties to this Agreement hereby agree as follows: 1. The Merger. Upon the terms and subject to the conditions hereof, and in accordance with the Delaware General Corporation Law ("DGCL") and the Illinois Business Corporation Act ("IBCA"), the Company shall be merged with and into Allscripts (the "Merger"). Following the Merger, Allscripts shall continue as the surviving corporation under the name Allscripts, Inc. (the "Surviving Corporation"), and the separate corporate existence of the Company shall ceas

Allscripts Inc /Il – SUPPLY AGREEMENT (July 7th, 1999)

EXHIBIT 10.12 CONFIDENTIAL AND SUPPLY AGREEMENT ---------------- This Supply Agreement dated this 27th day of August, 1998, between McKesson U.S. Health Care, a division of McKesson Corporation ("McKesson") and Allscripts, Inc. ("Allscripts") shall be to establish a three (3) year program for the supply of prescription drugs and other health and beauty care products by McKesson to Allscripts' Mail Order Facility in Columbus, Ohio and Allscripts' Repackaging Facility in Libertyville, Illinois (referred to herein collectively as "Facilities" and individually as "Facility"). The parties hereto agree as follows: 1. MERCHANDISE For purposes hereof, "Merchandise" shall comprise all items normally stocked or drop-shipped by McKesson Drug Distribution Centers servicing the 48 contiguous states, including prescr

Allscripts Inc /Il – AGREEMENT AND PLAN OF MERGER (June 29th, 1999)

EXHIBIT 2.1 ----------- AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER is entered into as of ____________, 1999 by ALLSCRIPTS, INC., an Illinois corporation (the "Company"), and ALLSCRIPTS, INC., a Delaware corporation and a wholly owned subsidiary of the Company ("Allscripts"). The parties to this Agreement hereby agree as follows: 1. The Merger. Upon the terms and subject to the conditions hereof, and in accordance with the Delaware General Corporation Law ("DGCL") and the Illinois Business Corporation Act ("IBCA"), the Company shall be merged with and into Allscripts (the "Merger"). Following the Merger, Allscripts shall continue as the surviving corporation under the name Allscripts, Inc. (the "Surviving Corporation"), and the separate corporate existence of the Company shall ce

Allscripts Inc /Il – REVOLVING CREDIT AGREEMENT (June 29th, 1999)

EXHIBIT 10.11 ------------- ________________________________________________________________________________ REVOLVING CREDIT AGREEMENT Dated as of April 16, 1998 by and between ALLSCRIPTS, INC. and LASALLE NATIONAL BANK ________________________________________________________________________________ TABLE OF CONTENTS Page SECTION 1. CERTAIN DEFINITIONS............................................. 1 1.1 Terms Defined in this Agreement................

Allscripts Inc /Il – CERTIFICATE OF INCORPORATION (June 29th, 1999)

EXHIBIT 3.1 ----------- CERTIFICATE OF INCORPORATION OF ALLSCRIPTS, INC. (A Delaware Corporation) FIRST: The name of the corporation is Allscripts, Inc. SECOND: The address of the Corporation's registered office in the State of Delaware is 1209 Orange Street, in the City of Wilmington, County of New Castle. The name of the Corporation's registered agent at such address is The Corporation Trust Company. THIRD: The nature of the business and the objects and purposes to be conducted or promoted by the Corporation are to engage in any lawful act or activity for which corporations may be organized under the General Corporation Law of the State of Delaware. FOURTH: 1. Authorized Shares. The

Allscripts Inc /Il – 1993 STOCK INCENTIVE PLAN (June 29th, 1999)

EXHIBIT 10.1 ------------ ALLSCRIPTS, INC. AMENDED AND RESTATED 1993 STOCK INCENTIVE PLAN WHEREAS, on September 14, 1993, the Board of Directors of Allscripts, Inc. (the "Company") approved the adoption of the Company's 1993 Stock Incentive Plan (this "Plan" or the "1993 Plan"); WHEREAS, effective June __, 1999 the Company effected a reverse split of its common shares, $0.01 par value per share (the "Common Shares"), pursuant to which each Common Share was converted into one-sixth of a Common Share (the "Reverse Split"); WHEREAS, all references in this Plan to numbers of Common Shares shall reflect the Reverse Split; WHEREAS, the Company has adopted an Incentive Stock Option Plan (the "Initial Option Plan"), a 1990 Stock Option Plan (the

Allscripts Inc /Il – TWELFTH RESTATED REGISTRATION AGREEMENT (June 29th, 1999)

EXHIBIT 10.3 ------------ TWELFTH RESTATED REGISTRATION AGREEMENT --------------------------------------- TWELFTH RESTATED REGISTRATION AGREEMENT, dated as of June 18, 1999 ("Agreement"), by and among Allscripts, Inc. (the "Company"), those Holders of the Company's Series A Preferred, Series B Preferred, Series C Preferred, Series D Preferred, Series F Preferred and Series G Preferred listed in Schedule I attached hereto (collectively, the "Preferred Holders"), the Holders of the Extension Guaranty Warrants listed in Schedule II hereto (the "Extension Guaranty Warrant Holders"), the Holders of the 1996 Extension Guaranty Warrants listed in Schedule II hereto (the "1996 Extension Guaranty Warrant Holders"), those Holders of Common listed in Schedule III hereto, which Common automatically converted from

Allscripts Inc /Il – SUPPLY AGREEMENT (June 7th, 1999)

EXHIBIT 10.12 CONFIDENTIAL AND SUPPLY AGREEMENT ---------------- This Supply Agreement dated this 27th day of August, 1998, between McKesson U.S. Health Care, a division of McKesson Corporation ("McKesson") and Allscripts, Inc. ("Allscripts") shall be to establish a [ ]* year program for the supply of prescription drugs and other health and beauty care products by McKesson to Allscripts' Mail Order Facility in Columbus, Ohio and Allscripts' Repackaging Facility in Libertyville, Illinois (referred to herein collectively as "Facilities" and individually as "Facility"). The parties hereto agree as follows: 1. MERCHANDISE For purposes hereof, "Merchandise" shall comprise all items normally stocked or drop-shipped by McKesson Drug Distribution Centers servicing the 48 contiguous states, including p

Allscripts Inc /Il – ASSET PURCHASE AGREEMENT (June 7th, 1999)

EXHIBIT 10.2 ASSET PURCHASE AGREEMENT BY AND AMONG ALLSCRIPTS, INC. AND PHARMACARE MANAGEMENT SERVICES, INC., PHARMACARE DIRECT, INC., AND PROCARE PHARMACY, INC. DATED AS OF MARCH 19, 1999 ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT is entered into as of March 19, 1999, by and among ALLSCRIPTS, INC., an Illinois corporation ("Seller"), and PHARMACARE MANAGEMENT SERVICES, INC., a Delaware corporation ("PharmaCare"), PHARMACARE DIRECT, INC., a Delaware corporation ("PharmaCare Direct"), and PROCARE PHARMACY, INC., a Rhode Island corporation ("CVS ProCare") (each a "Buyer" and collectivel

Allscripts Inc /Il – EMPLOYMENT AGREEMENT (May 14th, 1999)

EMPLOYMENT AGREEMENT THIS AGREEMENT (the "Agreement") is made as of this 3rd day of September, 1997, by and between Allscrips Pharmaceuticals, Inc., a corporation organized and existing under the laws of the State of Illinois, with its principal place of business at 2401 Commerce Drive, Libertyville, Illinois 60048 ("Company") and Steve Katz ("Executive"). RECITALS WHEREAS, the Company desires to employ Executive as its Executive Vice President responsible for Sales and Marketing; WHEREAS, Executive desires to be employed by Company in the aforesaid capacity; NOW THEREFORE, in consideration of the foregoing premises, of the mutual agreements and covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: AGREEMENT I.

Allscripts Inc /Il – DEBENTURE WARRANT (May 14th, 1999)

DEBENTURE WARRANT ----------------- No. W- WarrantNo Warrant to Purchase Shares of Common Stock (subject to adjustment) ALLSCRIPTS, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF ILLINOIS THIS CERTIFIES THAT, for value received, Name or its assigns is entitled to subscribe for and purchase during the period specified in this Warrant, NoShares (subject to adjustment as hereinafter provided) fully paid and non- assessable Common Shares, par value $.01 per share (the "Common"), of ALLSCRIPTS, INC., an Illinois corporation (the "Corporation"), at the price of $.01 per share, subject, however, to the provisions and upon the terms and conditions hereinafter set forth. 1. Duration. The right t

Allscripts Inc /Il – UNDERWRITING AGREEMENT (May 14th, 1999)

EXHIBIT 1.1 ALLSCRIPTS, INC. COMMON STOCK (PAR VALUE $.01 PER SHARE) ------------------------- UNDERWRITING AGREEMENT ------------------------- ........................., 1999 Goldman, Sachs & Co. Bear, Stearns & Co. Inc. CIBC World Markets Corp. As representatives of the several Underwriters named in Schedule I hereto, c/o Goldman, Sachs & Co. 85 Broad Street, New York, New York 10004 Ladies and Gentlemen: Allscripts, Inc., an Illinois corporation, proposes, subject to the terms and conditions stated herein and concurrently with the consummation of the Reincorporation Merger described below, to issue and sell to the Underwriters named in Schedule I hereto (the "Underwriters

Allscripts Inc /Il – EXTENSION GUARANTY WARRANT (May 14th, 1999)

EXTENSION GUARANTY WARRANT -------------------------- No. W-_____ Warrant to Purchase Shares of Common Stock (subject to adjustment) ALLSCRIPS PHARMACEUTICALS, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF ILLINOIS THIS CERTIFIES THAT, for value received, ____________________ or its assigns is entitled to subscribe for and purchase during the period specified in this Warrant, _____ (subject to adjustment as hereinafter provided) fully paid and non-assessable Common Shares, par value $.01 per share (the "Common"), of ALLSCRIPS PHARMACEUTICALS, INC., an Illinois corporation (the "Corporation"), at the price of $1.25 per share, subject, however, to the provisions and upon the terms and conditions hereinafter set forth. 1. D

Allscripts Inc /Il – EMPLOYMENT AGREEMENT (May 14th, 1999)

EMPLOYMENT AGREEMENT THIS AGREEMENT (the "Agreement") is made as of this 15th day of July 1997, by and between Allscrips Pharmaceuticals, Inc., a corporation organized and existing under the laws of the State of Illinois, with its principal place of business at 2401 Commerce Drive, Libertyville, Illinois 60048 ("Company") and DAVID B. MULLEN ("Executive"). RECITALS WHEREAS, the Company desires to employ Executive as its President and Chief Financial Officer; WHEREAS, Executive desires to be employed by Company in the aforesaid capacities; NOW, THEREFORE, in consideration of the foregoing premises, of the mutual agreements and covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: AGREEMENT I. Employment

Allscripts Inc /Il – SERIES H WARRANT (May 14th, 1999)

SERIES H WARRANT ---------------- No. W-WarrantNo Warrant to Purchase Shares of Common Stock (subject to adjustment) ALLSCRIPTS, PHARMACEUTICALS, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF ILLINOIS THIS CERTIFIES THAT, for value received, Name or its assigns is entitled to subscribe for and purchase during the period specified in this Warrant, NoShares (subject to adjustment as hereinafter provided) fully paid and non-assessable Common Shares, par value $.01 per share (the "Common"), of ALLSCRIPTS, PHARMACEUTICALS, INC., an Illinois corporation (the "Corporation"), at the price of $.01 per share, subject, however, to the provisions and upon the terms and con

Allscripts Inc /Il – INDUSTRIAL BUILDING LEASE (May 14th, 1999)

GEORGE E. COLE(R) No. 1201 REC LEGAL FORMS February 1996 INDUSTRIAL BUILDING LEASE CAUTION: Consult a lawyer before using or acting under this form. Neither the publisher nor the seller of this form makes any warranty with respect thereto, including any warranty of merchantability or fitness for a particular purpose. ---------------------------------------- TERM OF LEASE BEGINNING ENDING Above Space for Recorder's use only ---------------------------------------- 7/l/97 6/30/02 ------------------------------------------------------------------------------- MONTHLY RENT DATE OF LEASE LOCATION OF PREMISES ------------------------------------------------------------------------------- $3,213.00 4/30/97 #410, #415, 888 E. Belvidere Rd., Grayslake, IL 60030 --------------

Allscripts Inc /Il – 1996 EXTENSION GUARANTY WARRANT (May 14th, 1999)

1996 EXTENSION GUARANTY WARRANT ------------------------------- No. W-_____ Warrant to Purchase Shares of Common Stock (subject to adjustment) ALLSCRIPS PHARMACEUTICALS, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF ILLINOIS THIS CERTIFIES THAT, for value received, ____________________ or its assigns is entitled to subscribe for and purchase during the period specified in this Warrant, _____ (subject to adjustment as hereinafter provided) fully paid and non-assessable Common Shares, par value $.01 per share (the "Common"), of ALLSCRIPS PHARMACEUTICALS, INC., an Illinois corporation (the "Corporation"), at the price of $.7004 per share, subject, however, to the provisions and upon the terms and conditions hereinafter set forth. 1. Duration. The rig

Allscripts Inc /Il – SERIES H WARRANT (May 14th, 1999)

EXTENSION SERIES H WARRANT ---------------- No. W-((WarrantNo)) Warrant to Purchase Shares of Common Stock (subject to adjustment) ALLSCRIPTS, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF ILLINOIS THIS CERTIFIES THAT, for value received, ((Name)) or its assigns is entitled to subscribe for and purchase during the period specified in this Warrant, ((NoShares)) (subject to adjustment as hereinafter provided) fully paid and non-assessable Common Shares, par value $.01 per share (the "Common"), of ALLSCRIPTS, INC., an Illinois corporation (the "Corporation"), at the price of $.01 per share, subject, however, to the provi

Allscripts Inc /Il – LEASE AGREEMENT (May 14th, 1999)

CONCEPTS II BUILDING LEASE AGREEMENT between AMERICAN NATIONAL BANK AND TRUST COMPANY OF CHICAGO as Trustee under Trust Agreement dated May 15, 1994, and known as Trust Number MP-012430 LANDLORD and ALLSCRIPS PHARMACEUTICALS, INC. TENANT LEASE SUMMARY SHEET DATE OF LEASE: October 15, 1996 TENANT: Allscrips Pharmaceuticals, Inc. LEASED PREMISES: Concepts II 2441 Commerce Drive Libertyville, Illinois 60061 Rentable Square Feet - 61,266 square feet CO

Allscripts Inc /Il – EMPLOYMENT AGREEMENT (May 14th, 1999)

EMPLOYMENT AGREEMENT THIS AGREEMENT (the "Agreement") is made as of this 7th day of July 1997, by and between Allscrips Pharmaceuticals, Inc., a corporation organized and existing under the laws of the State of Illinois, with its principal place of business at 2401 Commerce Drive, Libertyville, Illinois 60048 ("Company") and GLEN TULLMAN ("Executive"). RECITALS WHEREAS, the Company desires to employ Executive as its Chief Executive Officer; WHEREAS, Executive desires to be employed by Company in the aforesaid capacity; NOW, THEREFORE, in consideration of the foregoing premises, of the mutual agreements and covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: AGREEMENT I. Employment The Company hereby agrees to e