0001037975-04-000012 Sample Contracts

AGREEMENT FOR RESTRICTED STOCK GRANTED UNDER PRIORITY HEALTHCARE CORPORATION
Restricted Stock Agreement • May 11th, 2004 • Priority Healthcare Corp • Wholesale-drugs, proprietaries & druggists' sundries

This Agreement has been entered into as of the 31st day of March, 2004 between Priority Healthcare Corporation, an Indiana corporation (the “Company”) and Tracy Nolan, an employee of the Company (the “Employee”), pursuant to the Company’s 1997 Stock Option and Incentive Plan (the “Plan”) and evidences and sets forth certain terms of the grant to the Employee pursuant to the Plan of an aggregate of 9,000 shares of Restricted Stock as of the date of this Agreement. Capitalized terms used herein and not defined have the meanings set forth in the Plan.

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NONCOMPETE AGREEMENT
Noncompete Agreement • May 11th, 2004 • Priority Healthcare Corp • Wholesale-drugs, proprietaries & druggists' sundries • Florida

In exchange for options in Priority Healthcare Corporation and other good and valuable consideration, the receipt of which is hereby acknowledged, the undersigned hereby agrees as follows:

Executive Employment Agreement
Executive Employment Agreement • May 11th, 2004 • Priority Healthcare Corp • Wholesale-drugs, proprietaries & druggists' sundries • Indiana

This Executive Employment Agreement is entered into this 15th day of March, 2004 (“Effective Date”) between Priority Healthcare Corporation and its affiliated and subsidiary companies, with its primary offices at 250 Technology Park, Suite 124, Lake Mary, Florida 32746 (“Company”) and Tracy Nolan, (“Executive”).

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