0000950144-06-001267 Sample Contracts

AMENDED AND RESTATED TAX SHARING AGREEMENT
Tax Sharing Agreement • February 16th, 2006 • Emdeon Corp • Services-computer processing & data preparation • New York

The Tax Sharing Agreement (the “Agreement”), dated as of September 23, 2005, by and between Emdeon Corporation (formerly known as WebMD Corporation), a Delaware corporation (“Emdeon”), and WebMD Health Corp., a Delaware corporation (“Health”), is hereby amended and restated effective for taxable years beginning on and after January 1, 2006.

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