PRACTICEWORKS, INC.    WARRANT AGREEMENT  FOR  FINOVA CAPITAL CORPORATION

The securities represented by this certificate and issuable upon exercise hereof have not been registered under the Securities Act of
1933, as amended (the "Securities Act"), or under the provisions of any applicable state securities laws, but have been acquired by the registered holder hereof for purposes of investment and in
reliance on statutory exemptions under the Securities Act, and under any applicable state securities laws. These securities and the securities issued upon exercise hereof may not be sold, pledged,
transferred or assigned, nor may this Warrant be exercised, except in a transaction which is exempt under provisions of the Securities Act and any applicable state securities laws or pursuant to an
effective registration statement; and in the case of an exemption, only if the Company has received an opinion of counsel reasonably satisfactory to the Company that such transaction does not require
registration of any such securities.

VOID AFTER 5:00 P.M. ATLANTA TIME, ON JULY 17, 2006.  WARRANT TO PURCHASE SHARES OF COMMON STOCK

Original
Issue Date: July 18, 2001

FOR
VALUE RECEIVED, PracticeWorks, Inc., a Delaware corporation (the "Company"), hereby certifies that FINOVA Capital Corporation (the "Initial Holder" and, together with its
successors and assigns, the "Holders") is entitled, subject to the provisions of this Warrant, to purchase from the Company, at any time, or, from time to time, during the period commencing on
July 18, 2001, and expiring at 5:00 p.m. Atlanta time, on July 17, 2006 (the "Expiration Date"), up to one hundred thousand (100,000) fully paid and non-assessable
shares of Common Stock (as defined herein) at a price of $8.80 per share (the "Exercise Price").

The
term "Common Stock" means the Common Stock, par value $0.01 per share, of the Company as constituted on the date hereof (the "Base Date"), together with any other equity securities
that may be issued by the Company in addition thereto or in substitution therefor. The number of shares of Common Stock to be received upon the exercise of this Warrant may be adjusted, from time to
time, as hereinafter set forth. The shares of Common Stock deliverable upon such exercise, and as adjusted, from time to time, are hereinafter referred to as "Warrant Shares" or "Warrant Stock."

The
term "Company" means and includes the corporation named above as well as (i) any immediate or more remote successor corporation resulting from the merger or consolidation of
such corporation (or any immediate or more remote successor corporation of such corporation) with another corporation or (ii) any corporation to which such corporation (or any immediate or more
remote successor corporation of such corporation) has transferred its property or assets as an entirety or substantially as an entirety.

Upon
receipt by the Company of evidence reasonably satisfactory to it of the loss, theft, destruction or mutilation of this Warrant, and (in the case of loss, theft or destruction) of
reasonably satisfactory indemnification, and upon surrender and cancellation of this Warrant, if mutilated, the Company shall execute and deliver a Warrant of like tenor and date. Any such Warrant
executed and delivered shall constitute an additional contractual obligation on the part of the Company, whether or not this Warrant so lost, stolen, destroyed or mutilated shall be at any time
enforceable by anyone.

The
Holder agrees with the Company that this Warrant is issued, and all the rights hereunder shall be held subject to, all of the conditions, limitations and provisions set forth herein.

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1.    Exercise of Warrant.



Upon
receipt by the Company of this Warrant, together with the Exercise Price, at its office, or by the stock transfer agent of the Company at its office, in proper form for exercise in
accordance with the terms of Sections 8 and 9 hereof, the Holder shall be deemed to be the holder of record of the shares of Common Stock issuable upon such exercise, notwithstanding that the stock
transfer books of

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the Company shall then be closed or that certificates representing such shares of Common Stock shall not then be actually delivered to the Holder.

The
Company shall pay any and all documentary stamp or similar issue or transfer taxes payable in respect of the issue or delivery of shares of Common Stock on exercise of this Warrant.

1A.  Redemption Options.



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2.    Reservation of Shares.

The Company will at all times reserve and keep available for issuance and delivery, out of its authorized, but unissued Common Stock (or other shares of capital
stock of the Company and other securities), upon exercise of this Warrant all shares of Common Stock or other shares of capital stock of the Company (and other securities), from time to time,
receivable upon exercise of this Warrant. All such shares (and other securities) shall be duly authorized and, when issued upon such exercise, shall be validly issued, fully paid,
non-assessable and free of all preemptive rights.

3.    Fractional Shares.

No
fractional shares or script representing fractional shares shall be issued upon the exercise of this Warrant, but the Company shall pay the Holder an amount equal to the fair market
value of such fractional share of Common Stock in lieu of each fraction of a share otherwise called for upon any exercise of this Warrant.

For
purposes of this Section 3 the fair market value of a share of Common Stock shall be determined as follows:



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4.    Exchange, Transfer, Assignment or Loss of Warrant.

Subject
to the provisions of Section 7 hereof, this Warrant is exchangeable, without expense, at the option of the Holder, upon presentation and surrender hereof to the Company,
for other warrants of different denominations, entitling the Holder or Holders thereof to purchase in the aggregate the same number of shares of Common Stock purchasable hereunder.

Upon
surrender of this Warrant to the Company or at the office of its stock transfer agent, if any, with the Assignment Form annexed hereto duly executed and funds sufficient to pay any
transfer tax, the
Company shall, without charge, execute and deliver a Warrant in the name of the assignee named in such instrument of assignment and this Warrant shall promptly be canceled.

This
Warrant may be divided or combined with other Warrants that carry the same rights upon presentation hereof at the office of the Company or at the office of its stock transfer agent,
if any, together with a written notice specifying the names and denominations in which Warrants are to be issued and signed by the Holder hereof.

5.    Rights of the Holder.

The
Holder shall not, by virtue hereof, be entitled to any rights of a stockholder in the Company, either at law or in equity, and the rights of the Holder are limited to those expressed
in this Warrant.

6.    Anti-dilution Provisions.



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7.    Notices of Record Date, Etc.

In case:



Such
notice shall be mailed at least twenty (20) days prior to the date therein specified and the Warrant may be exercised prior to said date during the term of the Warrant.

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8.    Transfer to Comply with the Securities Act of 1933.

This
Warrant and any Common Stock may not be sold, transferred, pledged, hypothecated or otherwise disposed of except as follows:



In
the case of either of the foregoing, the Company shall be under no obligation to transfer this Warrant or any of the Common Stock unless and until the Company shall have received an
opinion of
counsel reasonably satisfactory to the Company that such transaction does not require registration of any such securities. Holder shall bear the cost of the preparation and review of such opinion.

9.    Restrictions on Exercise Imposed by Federal and State Securities Laws.

The
Holder hereby acknowledges that neither this Warrant nor any of the securities that may be acquired upon exercise of this Warrant have been registered under the Securities Act or
under the securities laws of any state. The Holder hereby represents to the Company that this Warrant is being acquired for investment purposes and not with a view to distribution thereof or of any of
the Common Stock.

The
Holder acknowledges that, upon exercise of this Warrant, the securities to be issued upon such exercise may come under applicable Federal and state securities (or other) laws
requiring registration, qualification or approval of governmental authorities before such securities may be validly issued or delivered upon notice of such exercise.

The
Company's sole obligation to any Holder upon exercise hereof shall be to use its best efforts to obtain exemptions from registration or qualification for the issuance of such
securities under applicable state and federal securities laws, and the Holder further agrees that the issuance of such securities shall be deferred until such exemptions shall have been obtained; and
it is further agreed that the Company shall have no other obligation or liability to the Holder for non-issuance of such securities except to return the Warrant surrendered and to refund
to the Holder any consideration tendered in respect of the exercise price. With respect to any such securities, this Warrant may not be exercised by, and securities shall not be issued to, any Holder
in any state in which such exercise would be unlawful.

The
restrictions imposed by this Section 9 upon the exercise of this Warrant shall cease and terminate as to any particular shares of Warrant Stock:



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10.  Registration Rights.



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D. Obligations of Company.Whenever the Company is required by the provisions of this Warrant to effect the registration of the
Registrable Securities, the Company shall:



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E.Expenses of Registration.The Company shall pay all of the reasonable out-of-pocket expenses
incurred in connection with any registration statements that are initiated pursuant to this Warrant, including, without limitation, all SEC and blue sky registration and filing fees, printing
expenses, transfer agent and registrar fees, the fees and disbursements of the Company's outside counsel and independent accountants including expenses incurred in connection with any special audits
incidental to or required by such registration.



F.Indemnification.



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G.Rule 144 and Rule 144A Reporting. With a view to making available the benefits of certain rules and
regulations of the SEC which may at any time permit the sale of the Registrable Securities to the public without registration, the Company agrees to use its best efforts to:



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H.Termination of Rights. Upon termination of this Warrant, no party shall have any further obligation or liability hereunder
except that the provisions of Section 10 shall survive the termination of this Warrant.

11.  Substitution of Form of Warrant.

In
order to facilitate the administration and orderly transfer of this and other Warrants issued by the Company, the Company shall have the right, but not the obligation, upon notice to
Holder, to require Holder to surrender this Warrant to the Company in exchange for a substituted form of Warrant containing substantially similar terms and conditions, but providing for, among other
things, administration by an independent Warrant Agent.

12.  Legend.

Unless
the shares of Warrant Stock have been registered under the Securities Act, upon exercise of any of the Warrants and the issuance of any of the shares of Warrant Stock, all
certificates representing shares shall bear on the face thereof substantially the following legend, as well as any other legends necessary to comply with applicable state and federal laws for the
issuance of such shares:



13.  Notices.

All
notices required hereunder shall be in writing and shall be deemed given when delivered personally, one day after being sent to the recipient by reputable overnight courier service,
or the day of transmission if sent by telecopy with a copy by reputable overnight courier service for delivery the

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next day, in each case, to (i) the Holder at its last known address and telecopy number as set forth on the records of the Company, or (ii) the Company at its principal office at 1765
The Exchange, Suite 200, Atlanta, Georgia 30339, attention: Richard E. Perlman, telecopy number: (770) 857-1300, or at such other address of which the Company or Holder has been
advised by notice hereunder.

14.  Shareholder Information.

For
so long as any portion of this Warrant remains unexercised, the Company shall deliver to the Holder such reports, financial statements and other materials that the Company delivers
to its shareholders generally. Such reports, financial statements and other materials shall be sent for delivery at the same time such materials are sent to the Company's stockholders.

15.  Applicable Law.

The
Warrant is issued under and shall for all purposes be governed by and construed in accordance with the laws of the State of Delaware.

IN
WITNESS WHEREOF, the Company has caused this Warrant to be signed on its behalf, in its corporate name, by its duly authorized officer, all as of the day and year first above written.

| |  | PRACTICEWORKS, INC.:                                       
| |  | -----------------------------------------------------------
| |  | By:                                                        
| |  | Address: 1765 The Exchange
Suite 200
Atlanta, Georgia 30339

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WARRANT EXERCISE FORM

The undersigned hereby irrevocably elects to exercise the within Warrant to the extent of purchasing            
(    ) shares of Common Stock of
PracticeWorks, Inc., a Delaware corporation (the "Company"), and hereby makes payment of $                        in payment
therefor. By delivery of this Warrant Exercise Form, the Warrant holder
agrees to provide such additional information, warranties, representations, documentation, certificates, and legal opinions as may reasonably be requested by the Company or its counsel to assure
compliance with applicable laws and the terms of the Warrant and any other agreement between the Company and the undersigned.

|                                                                                   |  | Signature of Warrant Holder
|---------------------------------------------------------------------------------- |  | ---------------------------
|                                                                                   |  | Signature, if jointly held 
|                                                                                   |  | Date                       
|                                                                                   |  | Tax ID #:                  
|INSTRUCTIONS FOR ISSUANCE OF STOCK                                                 |  |                            
|(if other than to the registered holder of the within Warrant)                     |  |                            
|Name: _______________________________                                              |  |                            
|(Please typewrite or print in block letters)                                       |  |                            
|Address: ______________________________________________________________________   
|                                                                                  
|Social Security or Taxpayer Identification Number: _______________________________

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ASSIGNMENT FORM

FOR VALUE RECEIVED,                        hereby sells, assigns and transfers unto:

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NAME (PLEASE TYPEWRITE OR PRINT IN BLOCK LETTERS)

|Address: ______________________________________________________________________                                                                                                                                                                                                                                                                                   
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                                                                                                                                                                                                                                                                                                                                                                  
|the right to purchase Common Stock of PracticeWorks, Inc., a Delaware corporation, represented by this Warrant to the extent of shares as to which such right is exercisable and does hereby irrevocably constitute
and appoint                        Attorney, to transfer the same on the books of the Company with full power of substitution in
the premises.
|DATED: _________________________                                                                                                                                                                                                                                                                                                                                  
|_______________________________________________________________________
Signature                                                                                                                                                                                                                                                                                 
|_______________________________________________________________________
Signature, if jointly held                                                                                                                                                                                                                                                                

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