0001193125-07-194131 Sample Contracts

CREDIT AGREEMENT dated as of July 31, 2007 among PHARMERICA CORPORATION, The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent
Credit Agreement • August 31st, 2007 • PharMerica CORP • Retail-drug stores and proprietary stores • New York

CREDIT AGREEMENT dated as of July 31, 2007 (this “Agreement”), among PHARMERICA CORPORATION, the LENDERS party hereto and JPMORGAN CHASE BANK, N.A. (“JPMCB”), as Administrative Agent.

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EMPLOYMENT AGREEMENT
Employment Agreement • August 31st, 2007 • PharMerica CORP • Retail-drug stores and proprietary stores • Kentucky

THIS AGREEMENT by and between PharMerica Corporation, a Delaware corporation (hereinafter the “Company”), and Thomas Caneris (the “Executive”), is effective as of August 17, 2007 (“Start Date”);

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PHARMERICA CORPORATION PharMerica Corporation 2007 Omnibus Incentive Plan Substitution Non-Qualified Stock Option Agreement
Qualified Stock Option Agreement • August 31st, 2007 • PharMerica CORP • Retail-drug stores and proprietary stores • Delaware

THIS SUBSTITUTION NON-QUALIFIED STOCK OPTION AGREEMENT (the “Agreement”), granted under the PharMerica Corporation 2007 Omnibus Incentive Plan (the “Plan”), is effective as of , 20 , and is entered into by and between PharMerica Corporation, a Delaware Corporation (the “Company”), and (the “Optionee”).

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PHARMERICA CORPORATION PharMerica Corporation 2007 Omnibus Incentive Plan Directors’ Non-Qualified Stock Option Agreement
Non-Qualified Stock Option Agreement • August 31st, 2007 • PharMerica CORP • Retail-drug stores and proprietary stores • Delaware

THIS NON-QUALIFIED STOCK OPTION AGREEMENT (the “Agreement”), granted under the PharMerica Corporation 2007 Omnibus Incentive Plan (the “Plan”), is effective as of , 20 and is entered into by and between PharMerica Corporation, a Delaware Corporation (the “Company”), and (the “Optionee”).

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PHARMERICA CORPORATION PharMerica Corporation 2007 Omnibus Incentive Plan Substitution Incentive Stock Option Agreement
Substitution Incentive Stock Option Agreement • August 31st, 2007 • PharMerica CORP • Retail-drug stores and proprietary stores • Delaware

THIS SUBSTITUTION INCENTIVE STOCK OPTION AGREEMENT (the “Agreement”), granted under the PharMerica Corporation 2007 Omnibus Incentive Plan (the “Plan”), is effective as of , 20 , and is entered into by and between PharMerica Corporation, a Delaware Corporation (the “Company”), and (the “Optionee”).

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PHARMERICA CORPORATION PharMerica Corporation 2007 Omnibus Incentive Plan Director’s Restricted Share Award Agreement
Restricted Share Award Agreement • August 31st, 2007 • PharMerica CORP • Retail-drug stores and proprietary stores • Delaware

THIS DIRECTOR’S RESTRICTED SHARE AWARD AGREEMENT (the “Agreement”), granted under the PharMerica Corporation 2007 Omnibus Incentive Plan (the “Plan”) is effective as of 200 (the “Date of Grant”) and is made between PharMerica Corporation, a Delaware corporation (the “Company”) and (the “Recipient”).

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PHARMERICA CORPORATION PharMerica Corporation 2007 Omnibus Incentive Plan Performance Share Award Agreement
Performance Share Award Agreement • August 31st, 2007 • PharMerica CORP • Retail-drug stores and proprietary stores • Delaware

This PERFORMANCE SHARE AWARD AGREEMENT (the “Agreement”), granted under the PharMerica Corporation 2007 Omnibus Incentive Plan (the “Plan”) is effective as of 200 (the “Date of Grant”) and is made between PharMerica Corporation, a Delaware corporation (the “Company”) and (the “Recipient”).

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PHARMERICA CORPORATION PharMerica Corporation 2007 Omnibus Incentive Plan Transferring Employee Restricted Share Award Agreement
Restricted Share Award Agreement • August 31st, 2007 • PharMerica CORP • Retail-drug stores and proprietary stores • Delaware

THIS TRANSFERRING EMPLOYEE RESTRICTED SHARE AWARD AGREEMENT (the “Agreement”), granted under the PharMerica Corporation 2007 Omnibus Incentive Plan (the “Plan”) is effective as of 200 (the “Date of Grant”) and is made between PharMerica Corporation, a Delaware corporation (the “Company”) and (the “Recipient”).

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Contract
Patent and Trademark Security Agreement • August 31st, 2007 • PharMerica CORP • Retail-drug stores and proprietary stores • New York

PATENT AND TRADEMARK SECURITY AGREEMENT dated as of July 31, 2007 (this “Agreement”), among PharMerica Corporation (the “Borrower”), the Subsidiaries party hereto (the “Subsidiary Loan Parties” and, collectively with the Borrower, the “Loan Parties”) and JPMORGAN CHASE BANK, N.A. (“JPMCB”), as Collateral Agent.

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PHARMERICA CORPORATION PharMerica Corporation 2007 Omnibus Incentive Plan Long- Term Cash Award Agreement
Term Cash Award Agreement • August 31st, 2007 • PharMerica CORP • Retail-drug stores and proprietary stores • Delaware

THIS LONG-TERM CASH AWARD AGREEMENT (the “Agreement”), granted under the PharMerica Corporation 2007 Omnibus Incentive Plan (the “Plan”) is effective as of 200 (the “Date of Grant”) and is made between PharMerica Corporation, a Delaware corporation (the “Company”) and (the “Recipient”).

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GUARANTEE AND COLLATERAL AGREEMENT dated as of July 31, 2007, among PHARMERICA CORPORATION, ITS SUBSIDIARIES PARTY HERETO and JPMORGAN CHASE BANK, N.A., as Collateral Agent
Guarantee and Collateral Agreement • August 31st, 2007 • PharMerica CORP • Retail-drug stores and proprietary stores • New York

GUARANTEE AND COLLATERAL AGREEMENT (this “Agreement”), dated as of July 31, 2007, among PHARMERICA CORPORATION, a Delaware corporation (the “Borrower”), the Subsidiaries of the Borrower from time to time party hereto and JPMORGAN CHASE BANK, N.A. (“JPMCB”), as Collateral Agent.

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