Cerner Corp /Mo/ Sample Contracts

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PROMISSORY NOTE
Promissory Note • April 26th, 1999 • Cerner Corp /Mo/ • Services-computer integrated systems design

FOR VALUE RECEIVED, on the ______ day of _____________, 199__ I promise to pay to the order of Cerner Corporation, the sum of _______________ Dollars ($_________________) together with interest from the date hereof until paid at the rate of _________ percent (______%) per annum. Interest is payable annually at my option, but if deferred, interest will compound annually at the foregoing interest rate. This Note may be accelerated pursuant to the terms of the Cerner Corporation Executive Stock Purchase Plan.

ARTICLE I
Shareholder Agreement • May 25th, 2000 • Cerner Corp /Mo/ • Services-computer integrated systems design • Missouri
AMENDED AND RESTATED RIGHTS AGREEMENT CERNER CORPORATION
Rights Agreement • March 31st, 1999 • Cerner Corp /Mo/ • Services-computer integrated systems design • Delaware
AGREEMENT FOR CERNER CORPORATION CONSULTING SERVICES
Consulting Services Agreement • April 3rd, 1998 • Cerner Corp /Mo/ • Services-computer integrated systems design • Missouri
AGREEMENT AND PLAN OF MERGER dated as of May 15, 2000
Merger Agreement • May 25th, 2000 • Cerner Corp /Mo/ • Services-computer integrated systems design • Delaware
EXHIBIT 10 FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • August 15th, 2000 • Cerner Corp /Mo/ • Services-computer integrated systems design • Missouri
EXHIBIT 1
Joint Filing Agreement • January 16th, 2002 • Cerner Corp /Mo/ • Services-computer integrated systems design

Waddell & Reed Financial, Inc., Waddell & Reed Financial Services, Inc., Waddell & Reed, Inc. and Waddell & Reed Investment Management Company (the "Filing Persons"), hereby agree to file jointly a Schedule 13G and any amendments thereto relating to the aggregate ownership by each of the Filing Persons of any voting equity security of a class which is registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended, as required by Rule 13d-1 and Rule 13d-2 promulgated under the Securities Exchange Act of 1934. Each of the Filing Persons agrees that the information set forth in such Schedule 13G and any amendments thereto with respect to such Filing Person will be true, complete and correct as of the date of such Schedule 13G or such amendment, to the best of such Filing Person's knowledge and belief, after reasonable inquiry. Each of the Filing Persons makes no representations as to the accuracy or adequacy of the information set forth in the Schedule 13G or any ame

PROMISSORY NOTE and SECURITY AGREEMENT
Promissory Note and Security Agreement • March 29th, 2000 • Cerner Corp /Mo/ • Services-computer integrated systems design

This Promissory Note will not bear interest for the first two (2) years. Beginning on February 17, 2002, interest will accrue on the unpaid principal balance hereof at the rate of five percent (5%) per annum and shall be payable annually on February 17, with the first interest payment due on February 17, 2003. Interest shall be computed on the basis of a 360-day year. Payment of this Promissory Note shall be made at the office of Cerner at 2800 Rockcreek Parkway, Kansas City, Missouri, 64117, or at such other place within the State of Missouri as Cerner may designate in writing to the undersigned, in United States dollars.

Cerner Corporation CERNER ASSOCIATE EMPLOYMENT AGREEMENT This Cerner Associate Employment Agreement describes the formal employment relationship between
Employment Agreement • March 29th, 2000 • Cerner Corp /Mo/ • Services-computer integrated systems design • Missouri
AGREEMENT AND PLAN OF MERGER dated as of December 20, 2021 among CERNER CORPORATION, OC ACQUISITION LLC, CEDAR ACQUISITION CORPORATION and ORACLE CORPORATION
Merger Agreement • December 22nd, 2021 • CERNER Corp • Services-computer integrated systems design • Delaware

AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of December 20, 2021 among Cerner Corporation, a Delaware corporation (the “Company”), OC Acquisition LLC, a Delaware limited liability company (“Parent”), and Cedar Acquisition Corporation, a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Subsidiary”). Oracle Corporation, a Delaware corporation (“Ultimate Parent”), is a party solely with respect to the performance of its obligations set forth in ARTICLE 2, ARTICLE 3, ARTICLE 6, ARTICLE 7, Section 10.07, Section 10.08, Section 10.12 and Section 10.15.

CERNER CORPORATION CERNER ASSOCIATE EMPLOYMENT AGREEMENT This Cerner Associate Employment Agreement describes the formal employment relationship between
Employment Agreement • March 29th, 2000 • Cerner Corp /Mo/ • Services-computer integrated systems design • Missouri
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INDEMNIFICATION AGREEMENT
Indemnification Agreement • June 3rd, 2010 • Cerner Corp /Mo/ • Services-computer integrated systems design • Delaware

THIS AGREEMENT is made and entered into this ___ day of ___, 20___, between Cerner Corporation, a Delaware corporation (“Corporation”), and [Director or Executive Officer Name] (“Indemnitee”).

CERNER CORPORATION £65,000,000 5.54% Senior Notes due November 1, 2015 NOTE PURCHASE AGREEMENT Dated as of November 1, 2005
Note Purchase Agreement • November 7th, 2005 • Cerner Corp /Mo/ • Services-computer integrated systems design • Illinois
CERNER EXECUTIVE SEVERANCE AGREEMENT
Executive Severance Agreement • September 11th, 2017 • Cerner Corp /Mo/ • Services-computer integrated systems design • Missouri

This Cerner Executive Severance Agreement (this "Executive Severance Agreement"), effective as of September 11, 2017 (the "Effective Date"), is a supplement to and amendment of the employment agreement dated September 30, 1996 between Zane M. Burke ("you"/"your") and Cerner Corporation, a Delaware corporation ("Cerner").

CERNER CORPORATION AIRCRAFT TIME SHARING AGREEMENT
Aircraft Time Sharing Agreement • October 29th, 2021 • CERNER Corp • Services-computer integrated systems design • Missouri

This Aircraft Time Sharing Agreement (the Agreement), is made and entered into this 1st day of October, 2021, by and between Cerner Corporation, with a principal address of 2800 Rock Creek Parkway, North Kansas City, Missouri 64117 (Operator), and David Feinberg, M.D. (User).

CERNER CORPORATION 2011 OMNIBUS EQUITY INCENTIVE PLAN – PERFORMANCE-BASED RSU AGREEMENT
Performance-Based Restricted Stock Unit Agreement • October 29th, 2020 • CERNER Corp • Services-computer integrated systems design • Missouri

WHEREAS, the Compensation Committee of the Board of Directors or its duly appointed subcommittee or authorized delegatee (the “Committee”) of Cerner Corporation (“the Company”) has determined that Grantee (“Participant”) is eligible to receive a Performance-Based Restricted Stock Unit ("RSU") Grant under the Company’s 2011 Omnibus Equity Incentive Plan, as Amended & Restated May 22, 2015 (the “Plan”), as so indicated in the Notice of Grant of Award, which together with any RSU Award Agreement and this Performance Based RSU Agreement, constitutes the “Agreement”;

REAL ESTATE PURCHASE AGREEMENT
Real Estate Purchase Agreement • August 2nd, 2013 • Cerner Corp /Mo/ • Services-computer integrated systems design

THIS REAL ESTATE PURCHASE AGREEMENT (the “Agreement”) is made and entered into as of July 30, 2013 (the “Effective Date”) between Cerner Property Development, Inc., a Delaware corporation, its successors and assigns (“Purchaser”), and Trails Properties II, Inc., a Missouri corporation (“Seller”). Seller and Purchaser are sometimes collectively referred to herein as the “Parties” and each of the Parties is sometimes singularly referred to herein as a “Party”.

CERNER CORPORATION
Time-Based Restricted Stock Agreement • April 26th, 2019 • Cerner Corp /Mo/ • Services-computer integrated systems design • Missouri

WHEREAS, the Compensation Committee of the Board of Directors or its duly appointed subcommittee or authorized delegatee (the “Committee”) of Cerner Corporation (“the Company”) has determined that Grantee (“Participant”) is eligible to receive a Time-Based Restricted Stock Grant under the Company’s 2011 Omnibus Equity Incentive Plan, as amended, supplemented, restated or otherwise modified (the “Plan”), as so indicated in the Notice of Grant Award and Award Agreement, which together with this Time Based Restricted Stock Agreement, constitutes the “Agreement”;

AMENDED & RESTATED CERNER EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • February 27th, 2008 • Cerner Corp /Mo/ • Services-computer integrated systems design • Missouri

This Cerner Executive Employment Agreement, as amended and restated, describes the formal employment relationship between Neal L. Patterson (“you"/“your”) and Cerner Corporation, a Delaware corporation (“Cerner”). This amended and restated Agreement is effective on January 1, 2008.

CERNER EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • February 12th, 2018 • Cerner Corp /Mo/ • Services-computer integrated systems design • Missouri

This Cerner Executive Employment Agreement (this "Agreement"), effective as of February 1, 2018 (the "Effective Date"), describes the formal employment relationship between D. Brent Shafer ("you"/"your") and Cerner Corporation, a Delaware corporation ("Cerner").

CERNER CORPORATION 2011 OMNIBUS EQUITY INCENTIVE PLAN – TIME-BASED RSU AGREEMENT
Time-Based Restricted Stock Unit Agreement • May 3rd, 2022 • CERNER Corp • Services-computer integrated systems design • Missouri

WHEREAS, the Compensation Committee of the Board of Directors or its duly appointed subcommittee or authorized delegatee (the "Committee") of Cerner Corporation (the "Company") has determined that Grantee ("Participant") is eligible to receive a Time-Based Restricted Stock Unit ("RSU") Grant under the Company's 2011 Omnibus Equity Incentive Plan, as amended, supplemented, restated or otherwise modified (the "Plan"), as so indicated in the Notice of Grant of Award, which together with the RSU Award Agreement and this Time-Based RSU Agreement, constitutes the "Agreement";

AIRCRAFT TIME SHARING AGREEMENT
Aircraft Time Sharing Agreement • July 26th, 2013 • Cerner Corp /Mo/ • Services-computer integrated systems design • Missouri

This Second Amended and Restated Aircraft Time Sharing Agreement (the Agreement), is made and entered into this 24th day of July, 2013, by and between Cerner Corporation, with a principal address of 2800 Rockcreek Parkway, North Kansas City, Missouri 64117 (Operator), and Neal L. Patterson (User).

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