<PAGE>

                       FULFILLMENT AND GUARANTY AGREEMENT


         This Fulfillment and Guaranty Agreement (the "Agreement") dated this
14th day of March, 2000, between HORIZON Pharmacies Inc. ("Horizon") and
InformedScripts.com, Inc. ("Informed") shall be to establish a three (3) year
program for the fulfillment by Horizon of orders for prescription and OTC drugs,
home medical equipment and OTC health and beauty care products received by
Informed's Internet pharmacy and any Internet pharmacy operated by any affiliate
of Informed (collectively referred to herein as the "Pharmacy"). The parties
hereto agree as follows:

1.       MERCHANDISE

         For purposes hereof, "Merchandise" shall comprise all home medical
         equipment, prescription drugs, OTC drugs and OTC health and beauty care
         products normally stocked by Horizon's pharmacies.

2.       TERM

         The term of this Agreement shall commence on the date of this Agreement
         and end on June 30, 2003 (unless terminated earlier pursuant hereto),
         and during such period Informed agrees to designate Horizon as its
         fulfillment house for the filling of Merchandise orders and to purchase
         from Horizon substantially all of the requirements of its Pharmacy for
         Merchandise covered hereunder. Informed agrees to designate Horizon as
         its exclusive fulfillment house for the filling of all of its
         Pharmacy's prescription drug and OTC drug needs.

3.       ORDERING AND DELIVERY

A.       Upon receipt of a Merchandise order, Informed shall transmit such order
         electronically to Horizon at cherr@horizonrx.com. Upon receipt of such
         electronic order, Horizon shall fill the order and ship it directly to
         the customer pursuant to the method of delivery designated in such
         order from its location at 531 W. Main Street, Denison, Texas 75020
         (the "Horizon Designated Shipping Center"). Orders received by Horizon
         by 8:00 p.m. local time will be shipped the next Business Day. For the
         purposes of this Agreement, a "Business Day" shall mean any day other
         than a Saturday, a Sunday or a holiday on which national banking
         associations in the State of Texas are closed.

B.       Informed hereby covenants and agrees that it shall require any customer
         placing an order with Informed to pay, at the time such order is
         placed, to Informed the price for that order by credit card, or other
         debit arrangement. Informed shall confirm receipt of payment at the
         time it transmits such order to Horizon for fulfillment.

C.       All costs of shipping to customers of Informed will be charged to
         Informed's Federal Express account or other billing service number.

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D.       Upon shipping an order, Horizon shall send electronically to Informed a
         purchase order confirmation with a detailed listing of Merchandise
         filled.

E.       Horizon agrees to maintain a 95% service level to Informed's Pharmacy
         for Merchandise, tested on a monthly basis. Service level is defined as
         total lines ordered (partial lines included) less total omit lines
         (ordered but not filled). Items that manufacturers are unable to
         supply, manufacturer back-orders, product recalls, same item ordered
         again within 72 hours, items the manufacturer has discontinued, and new
         items with no inventory demand shall be excluded from the service level
         calculation.

4.       PAYMENT TERMS

A.       Informed shall pay to Horizon for each order fulfilled by Horizon
         pursuant to this Agreement an amount equal to the sum of (a) Horizon's
         actual cost for the Merchandise delivered in fulfillment of the order
         (the "Cost"), and (b) 60% (hereinafter, the "Margin Percentage") of the
         excess of the gross proceeds actually received by Informed for the
         purchase of such order over the Cost; provided, however, that the
         Margin Percentage owed to Horizon may, for any 12-month period ended
         March 31st, be adjusted downward (but not upward) on a retroactive
         basis pursuant to Section 7 below.

B.       Payment for Merchandise delivered to Informed's customers by Horizon
         shall be paid by Informed as follows: Invoices dated from the 1st to
         the 15th of the month are due and payable on the 15th day of the
         following month. Invoices dated from the 16th to the end of the month
         are due and payable on the last day of the following month.

C.       Any payments made after the due date indicated herein shall result in a
         two percent (2%) (or the maximum amount permissible under applicable
         law, if lower) increase in the purchase price of the Merchandise. A one
         percent (1%) service charge (or the maximum amount permissible under
         applicable law, if lower) will be imposed semi-monthly on all balances
         delinquent more than fifteen (15) days. If payment is due on a date
         other than a Business Day, the payment due date will be the Business
         Day immediately following any such date.

D.       Informed hereby grants to Horizon a security interest covering the
         proceeds of all Merchandise sold and shipped to Informed's customers by
         Horizon to secure repayment of amounts due Horizon under this
         Agreement. Informed agrees to execute from time to time such financing
         statements as Horizon may request for the purpose of perfecting
         Horizon's security interest.

E.       This Agreement is conditioned upon Informed not being in default under
         the terms of its financing agreements throughout the term hereof, and
         to that end Informed agrees to promptly substantiate in writing, at
         Horizon's request, the existence of such condition with annual audited
         and quarterly unaudited financial statement and any other supporting
         information required by Horizon.

F.       Horizon reserves the right, in its sole discretion, to change a payment
         term or limit total credit, if (i) Horizon reasonably concludes there
         has been a material adverse change in Informed's financial condition or
         an unsatisfactory payment performance; or (ii) Informed


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         is in default under the terms of any of its financing agreements.
         Upon the occurrence of any of the events of default specified above
         in (i) or (ii) of this Section, Horizon shall allow a five (5) day
         period from receipt of written notice of default to cure the default
         before changing the payment terms. During that period, Informed must
         adhere to its normal buying patterns. If the default is not cured
         after five days, Horizon will change the payment term to limit its
         risk, but will continue to ship product for thirty (30) days before
         suspending or discontinuing shipment of any additional orders to
         Informed customers.

5.       MERCHANDISE AND PRICE UPDATES

         Horizon will provide Informed updates as to its Merchandise offered and
         cost as soon as practicable after the receipt of notification of any
         changes thereto, in order that Informed may post changes to its product
         and price lists.

6.       RETURNED GOODS

         Credits will be issued by Horizon to Informed for any of the following
         reasons:

                  (1)   Pricing errors, shipping errors and billing errors;
                  (2)   Recalls; and
                  (3)   Customer returns due to concealed damage.

         An invoice number or order number shall be required in each of the
         above-specified instances, except recalls, for full credit. Such
         credits shall be issued by Horizon to Informed within a reasonable
         amount of time after (i) receipt by Horizon of the invoice or order
         number or (ii) written notification of a recall.

7.       GUARANTY

A.       In exchange for its designation as the exclusive fulfillment agent of
         Informed, Horizon hereby agrees to guaranty the Gross Sales (as
         defined) and Pretax Profit (as defined below) of Informed as follows:

         (a)    For the period ended June 30, 2001, Gross Sales of Informed
                will be no less than $18,000,000.00 and Pretax Profit of
                Informed will be no less than $1,250,000.00;

         (b)    For the twelve month period beginning July 1, 2001 and ended
                June 30, 2002, Gross Sales of Informed will be no less than
                $22,000,000.00 and Pretax Profit of Informed will be no less
                than $1,750,000.00; and

         (c)    For the twelve month period beginning July 1, 2002 and ended
                June 30, 2003, Gross Sales of Informed will be no less than
                $30,000,000.00 and Pretax Profit of Informed will be no less
                than $2,500,000.00.

B.       As of the end of each period designated above, if either the Gross
         Sales or the Pretax Profit for that period is less than the guaranteed
         amounts, Horizon will take the following actions to remedy such
         shortfall:


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         (a)      If the Gross Sales amount has been met but there is a
                  shortfall for Pretax Profits for such period, Horizon shall
                  either (i) retroactively reduce the Margin Percentage payable
                  to Horizon hereunder for such period to the minimum extent
                  necessary to (when combined with any additional Pretax Right,
                  generated by the allocation of sales pursuant to clause (ii)
                  hereof) increase the Pretax Profits of Informed for such
                  period to equal the guaranteed amount set forth above, and/or
                  (ii) allocate sales (and the revenues generated therefrom) on
                  its own Internet pharmacy business or, if necessary, its
                  retail pharmacy store business to Informed during the next two
                  calendars months in an amount necessary to (when combined with
                  the effects of any reduction in the margin percentages) reduce
                  such shortfall to zero.

         (b)      If the Pretax Profit amount has been met but there is a
                  shortfall for Gross Sales for such period, Horizon shall
                  assign the economic benefit of sales (and the revenues
                  generated therefrom) of its own Internet pharmacy business or,
                  if necessary, its retail pharmacy store business to Informed
                  during the next two calendars months in an amount equal to
                  such shortfall. Any such sales shall be treated for all
                  purposes of this Agreement as sales made to Informed customers
                  pursuant hereto, and Informed shall owe Horizon any amounts
                  due under Section 4 in connection therewith. In paying over
                  any revenue amounts to Informed pursuant to this Section 7,
                  Horizon is hereby expressly authorized to offset against any
                  such gross revenue amounts the amounts due and owing Horizon
                  pursuant to Section 4 in respect of such sales.

         (c)      If for any such period there is a shortfall for both the
                  Pretax Profit amount and the Gross Sales, Horizon shall first
                  assign the economic benefit of sales of its own Internet
                  pharmacy business or, if necessary, its retail pharmacy store
                  business to Informed during the next two calendars months in
                  an amount equal to the shortfall of Gross Sales. After such
                  Gross Sales shortfall is met, the Pretax Profit of Informed
                  shall be recalculated for such period (and for this purpose
                  any Pretax Profit attributable to sales allocated to Informed
                  pursuant to this Section 7B shall be deemed to have been
                  earned by Informed during such period). Upon such
                  recalculation, if there remains a shortfall in Pretax Profits
                  for such period, Horizon shall either (i) retroactively reduce
                  the Margin Percentage payable to Horizon hereunder for such
                  period to the minimum extent necessary to (when combined with
                  any additional Pretax Right, generated by the allocation of
                  sales pursuant to clause (ii) hereof) increase the Pretax
                  Profits of Informed for such period to equal the guaranteed
                  amount set forth above, and/or (ii) allocate sales (and the
                  revenues generated therefrom) on its own Internet pharmacy
                  business or, if necessary, its retail pharmacy store business
                  to Informed during the next two calendars months in an amount
                  necessary to (when combined with the effects of any reduction
                  in the margin percentages) reduce such shortfall to zero.

         (d)      For the purposes of this Agreement, Informed's Gross Sales for
                  any period means the aggregate gross purchase price of all
                  Merchandise orders processed by or on behalf of Informed
                  during such period, assuming in each instance that the
                  purchase price paid by Informed's customers for such
                  Merchandise is no less than the full retail price charged by
                  Horizon to its customers for the same Merchandise.


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<PAGE>


         (e)      For the purposes of this Agreement, Informed's Pretax Profit
                  for any period means the excess of (i) its aggregate Gross
                  Sales for such period over, (ii) any amounts due and owing to
                  Horizon pursuant to Section 4 of this Agreement in connection
                  with such sales.

         The parties hereto agree that the remedies set forth in Sections 7(a),
         (b) and (c) above shall be Informed's sole and exclusive remedy in the
         event of a shortfall of Gross Sales or Pretax Profits.

8.       DEFAULT AND REMEDIES

A.       Either of the following events shall constitute an "Event of Default":
         (i) failure of either party to make any payments within five (5) days
         of when due in accordance with the terms of this Agreement shall
         constitute a default; (ii) any breach by either party of a material
         non-monetary provision of the Agreement or any other agreement between
         Informed and Horizon (i.e., a provision not requiring the payment of
         money), which is capable of being cured and has not been caused by any
         action or omission of the other party, shall constitute a default if
         not cured to the reasonable satisfaction of the other party within
         sixty (60) days after the giving of written notice of such breach by
         the non-breaching party. Such written notice shall specify the nature
         of the breach and be accompanied by calculations and other appropriate
         materials to substantiate the allegation of breach in order for the
         alleged breach to be verified if necessary.

         Upon default by either party the non-breaching party may, at its
         option, terminate the Agreement immediately without further notice and
         pursue any remedy available to it under this Agreement, at law or in
         equity or any combination thereof.

B.       Either party may, on ten (10) days notice, terminate this Agreement:

         (i)      If the other party shall file any petition under any
                  bankruptcy, reorganization, insolvency or moratorium laws, or
                  any other law or laws for the relief of or in relation to the
                  relief of debtors; or

         (ii)     If the other party shall file any involuntary petition under
                  any bankruptcy statute or a receiver or trustee shall be
                  appointed to take possession of all or substantial part of the
                  assets of the party which has not been dismissed or terminated
                  within sixty (60) days of the date of such filing or
                  appointment; or

         (iii)    If the other party shall make a general assignment for the
                  benefit of creditors or shall become unable or admit in
                  writing its inability to meet its obligations as they mature;
                  or

         (iv)     If the other party shall institute any proceedings for
                  liquidation or the winding up of its business other than for
                  purposes of reorganization, consolidation or merger.


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C.       Horizon may terminate this Agreement with no notice if Informed.com
         fails to make on or before June 12, 2000 the principal and interest, if
         any, payment due and owing to Horizon pursuant to that certain
         Promissory Note, dated March 14, 2000, issued by Informed.com to
         Horizon in the original principal amount of $1,500,000.

D.       In the event of a termination hereunder the following continuing
         obligations and liabilities shall survive termination and remain in
         full force and effect:

         (i)      Liability for any payment due hereunder to the other party at
                  the date of or upon the occurrence of such termination; and

         (ii)     Obligations imposed on each party under the Proprietary and
                  Confidentiality Information section set forth below.

9.       PROPRIETARY AND CONFIDENTIAL INFORMATION

A.       Any and all accounts, records, books, files, and lists regarding any
         transaction provided for or contemplated hereunder, shall be
         confidential and proprietary to the party creating or generating such
         information. This Agreement, and the terms and conditions hereof, are
         confidential. The parties expressly agree to maintain such terms and
         conditions in confidence, and shall take every precaution to disclose
         the contents of this Agreement only to those employees of each of the
         parties who have a reasonable need to know such information.

B.       Informed and Horizon each acknowledge that, in connection with their
         respective businesses, they have developed certain operating manuals,
         symbols, trademarks, trade names, service marks, trade secrets,
         customer lists, procedures, formulas, and other patented, copyrighted,
         or legally protected materials which are confidential and proprietary
         to each of them.

C.       Neither party may disclose the terms of this Agreement during the term
         hereof and for an additional period of twenty-four (24) months
         following the effective date of expiration or other termination of this
         Agreement. Furthermore, except upon the prior written consent of the
         other party, neither party may divulge, disclose, communicate, or use
         any of the other party's confidential or proprietary information
         generally described in Subsection A and B above, in any manner or for
         any purpose, including, without limitation, use in advertising or for
         promotional materials, except upon the prior written consent of the
         other party. A party hereto may refuse consent to the use of its
         confidential or proprietary information for any or no reason. In the
         event that any such confidential or proprietary information is used
         during the course of this Agreement it shall retain its confidential
         and proprietary nature and shall be returned immediately to its owner
         or destroyed upon termination of this Agreement. Notwithstanding
         anything herein to the contrary, nothing in this subsection shall
         require either party to maintain in confidence any information,
         materials, or data which is in the public domain, enters the public
         domain through no fault of such party, was in possession of the party
         prior to being furnished to it by the other, was supplied to the party
         by a third party or parties lawfully in possession thereof, which is
         required to be disclosed to the Securities and Exchange Commission or
         other commission or agency regulating the activities of either party or
         which the party is required to divulge pursuant to process of any


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<PAGE>


         judicial or governmental body of competent jurisdiction, provided that
         notice of receipt of such process is given to the other.

10.      FORCE MAJEURE

         If shipping from the Horizon Designated Shipping Center is interrupted
         or delayed because of strike, lockout, labor dispute, fire or other
         casualty, or any other reasons beyond the reasonable control of
         Horizon, Horizon will take such action as may be reasonably necessary,
         without additional cost or expense to Informed, to maintain service as
         mutually agreed upon to Informed's customers from an alternate Horizon
         location. Any adverse effects upon Informed's performance of this
         Agreement occurring as a result of the events described in this section
         shall not in any way be considered a breach of this Agreement.

11.      NOTICES

         All notices pertaining to this Agreement shall be delivered in person,
         sent by certified mail, delivered by air courier, or transmitted by
         facsimile and confirmed in writing (sent by air courier or certified
         mail) to a party at the address or facsimile number shown in this
         Section, or such other address or facsimile number as a party may
         notify the other party from time to time. Notices delivered in person,
         and notices dispatched by facsimile prior to 4:00 p.m. and confirmed,
         shall be deemed to be received on the day sent. All other facsimiles
         and notices shall be deemed to have been received on the business day
         following receipt; provided, however, if such day falls on a weekend or
         legal holiday, receipt shall be deemed to occur on the next business
         day. Notices may also be transmitted electronically between the
         parties, provided that proper arrangements are made in advance to
         facilitate such communications and provide for their security and
         verification.

         IF TO HORIZON:                        IF TO INFORMED:

         HORIZON Pharmacies Inc.               InformedScripts.com, Inc.
         531 W. Main Street                    c/o Informed.com, Inc.
         Denison, Texas 75020                  4404 Ivy Commons II
                                               Route 250 West
                                               Charlottesville, VA 22903

         Attention:     Rick McCord            Attention:    Michael R. Kerouac
                        President                            President
         Fax:           (903) 465-6769         Fax:          (804) 977-6217

12.      MISCELLANEOUS

A.       This Agreement embodies the entire agreement between the parties with
         regard to the subject matter hereof and supersedes all prior
         agreements, understandings and representations of the parties with
         respect to the subject matter hereof. This Agreement may not be
         modified, supplemented or extended except by a writing signed by both
         parties.


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B.       Except as provided above in Section 15, neither party shall have any
         obligation hereunder for failure or delay of performance due to fire,
         shortage of materials or transportation, government acts, or any other
         cause beyond its control.

C.       Neither party shall have the right to assign this Agreement or any
         interest therein without the prior written consent of the other party,
         and any such attempted assignment shall be without effect, except that
         either party may, without the consent of the other, assign this
         Agreement to an affiliate of such party and except that this provision
         shall not be applicable to any corporate reorganization of either
         party, including but not limited to any merger, reincorporation or sale
         of a significant portion of either party's assets.

D.       This Agreement shall be construed in accordance with the State of Texas
         without regard to the rules regarding conflict of laws.

E.       The failure of either party to enforce at any time or for any period of
         time any one or more of the provisions thereof shall not be construed
         to be a waiver of such provisions or of the right of such party
         thereafter to enforce each such provision.

F.       If any federal, state, or local tax currently or in the future (e.g.
         Minnesota Care Tax) is levied upon Horizon in a jurisdiction where
         either Horizon or Informed does business and such tax relates or
         applies to the Merchandise and or any applicable service fees covered
         by this Agreement (excluding taxes imposed on Horizon's net income),
         the Cost of prescription drugs or OTC drugs sold pursuant to this
         Agreement will be increased a corresponding percentage amount.

G.       If and to the extent any product discounts, rebates or other purchasing
         incentives are earned by or granted to Informed and paid by Horizon
         under this Agreement, then applicable provisions of the
         Medicare/Medicaid and state health care fraud and abuse/antikickback
         laws and regulations (collectively, "fraud and abuse laws") may require
         disclosure of the applicable price reduction on Informed's claims or
         cost reports for reimbursement from governmental or other third party
         health care programs or provider plans. Informed agrees to comply with
         all applicable provisions of the fraud and abuse laws and to indemnify
         and hold Horizon harmless for any failure on its part to do so.

H.       Horizon shall be entitled to set off any delinquent amount owing from
         Informed to Horizon after either of the five day cure periods
         referenced in Sections 4.F. and 8.A. against any amount payable at such
         time by Horizon to Informed, whether arising under this Agreement or
         otherwise. For purposes of this Section, Informed and Horizon in each
         case shall include its subsidiaries and affiliates.

I.       Whenever possible, each provision of this agreement shall be
         interpreted so as to be effective and valid under applicable law, but
         if any provision of this Agreement should be prohibited or invalid
         under applicable law, such provisions shall be ineffective to the
         extent of such prohibition or invalidity without invalidating the other
         of such provision or the remaining provisions of this Agreement. The
         parties agree to replace any such invalid provision with a new
         provision which has the most nearly similar permissible economic
         effect.


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J.       The section headings contained in the Agreement are for reference
         purposes only and shall not affect in any way the meaning or
         interpretation of this Agreement.

K.       This Agreement may be executed in any number of counterparts, and each
         such counterpart hereof shall be deemed an original instrument, but all
         such counterparts together shall constitute one agreement.

L.       Horizon and Informed agrees to conduct an annual business review of the
         supply arrangement created by this Agreement ("Annual Review") which
         shall occur throughout the term hereof during the month immediately
         preceding the anniversary of the commencement date of this Agreement.
         The purpose of this Annual Review shall be to allow the parties to
         discuss then current market conditions or other competitive
         considerations which are directly related to the parties' existing
         business relationship and to discuss the appropriateness of an
         adjustment to the Margin Percentage set forth in Section 4.

                           [SIGNATURE PAGE TO FOLLOW]





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         IN WITNESS WHEREOF the parties have caused this Agreement to be duly
executed as of the date and year first written above and the persons signing
warrant that they are duly authorized to sign for and on behalf of the
respective parties.


HORIZON PHARMACIES INC.                INFORMEDSCRIPTS.COM, INC.

By: /s/ Ricky D. McCord                By: /s/ Ricky D. McCord
   -----------------------------          -----------------------------
   Ricky D. McCord                        Ricky D. McCord
   President                              President



Solely for the purpose of guaranteeing the payment of any amounts due and owing
Horizon Pharmacies, Inc. pursuant to Section 4 hereof, the undersigned executes
this Agreement as of the date written below.

INFORMED.COM, INC.



By: /s/ Michael R. Kerouac
   -------------------------
   Michael R. Kerouac
   President

Date:  March 14, 2000
     -----------------------




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