<Page>

                                                                   Exhibit 10.10


                                            Preferred Solution Partner Agreement
--------------------------------------------------------------------------------

This Preferred Solution Partner Agreement ("Agreement") is entered into as of
February __, 2001 ("Effective Date"), between e-MedSoft.com, a Nevada
corporation ("e-MedSoft") with headquarters at 1300 Marsh Landing Parkway, Suite
106, Jacksonville Beach, FL. 32250, and Superior Consultant Company, Inc.
("Superior"), a Michigan Corporation, with headquarters at 4000 Town Center,
Suite 1100, Southfield, Michigan 48075.

                                    RECITALS

         A. On or about January 12, 2000, Superior and VidiMedix, Inc.
("VidiMedix") entered into a Distribution and Service Agreement ("DSA"),
together with a Master Service Agreement, and VidiMedix issued to Superior a
Stock Warrant, each of which were incorporated into the DSA. The DSA, the Master
Service Agreement and the Stock Warrant shall be collectively referred to as the
"Prior Agreement."

         B. In June 2000, e-MedSoft acquired VidiMedix, Inc and succeeded to
VidiMedix's interest in the Prior Agreement.

         C. Superior and e-MedSoft each desire to terminate the Prior Agreement,
release all claims that either of them may have against the other arising out of
the Prior Agreement, and enter into this Agreement.

         D. Superior is a healthcare consulting firm providing integrated
management and information technology consulting, systems integration,
outsourcing, Digital Trust(TM), and e-commerce services (collectively "Superior
Offerings") to all segments of the health industry, including integrated
delivery networks, hospitals of all sizes, physician groups, physician/hospital
organizations, ambulatory centers, allied healthcare professionals, employers
and employer coalitions, HMOs and other managed care organizations,
pharmaceutical companies, biotechnology organizations, insurance companies and
other payers, healthcare consumers, and healthcare information systems suppliers
(collectively "Healthcare Entities").

         E. e-MedSoft is a provider of software products to Healthcare Entities.
These products, together all future versions, enhancements, modifications and/or
derivatives of them, and any new e-MedSoft software introduced during the Term
of this Agreement will be referred to as the e-MedSoft Offerings.

         F. The parties desire to provide to each other certain services on the
terms described herein.

                                    AGREEMENT

         THEREFORE, in consideration of the mutual promises set forth below, the
parties agree as follows:

1.       DEFINITIONS.  As used herein, capitalized terms shall have the
         following meanings:

         1.1 "Alliance Plan" means the business, marketing and implementation
         plan more particularly described in Section 5 below, as and when agreed
         upon between the parties and as amended from time to time during the
         Term in accordance with the process described in Section 5.
<Page>

                                            Preferred Solution Partner Agreement
--------------------------------------------------------------------------------


         1.2 "Direct Services" means the Superior Offerings provided by Superior
         to e-MedSoft, under the terms of the MSA, but excluding Implementation
         and Support Services or other services provided as a subcontractor to
         e-MedSoft.

         1.3 "Healthcare Entity" is defined in Recital D above.

         1.4 "e-MedSoft Offerings" is defined in Recital E.

         1.5 "Client" means a Healthcare Entity which is an actual or
         prospective purchaser of the Offerings of a party prior to or during
         the Term of this Agreement.

         1.6 "Implementation and Support Services" means services provided by
         Superior to customers of e-MedSoft for the implementation and support
         of e-MedSoft Offerings as a subcontractor to e-MedSoft pursuant to the
         MSA.

         1.7 "Introduced Client" means a Healthcare Entity Introduced by one
         party to the other.

         1.8 "Introduction" means the introduction, participation in
         presentation, follow up or other activities to performed by one party
         in the submission of the other party's Offerings to a Healthcare
         Entity. An Introduction may be a "Superior Introduction", if Superior
         is the introducing party, or an "e-MedSoft Introduction," if e-MedSoft
         is the introducing party.

         1.9 "Master Service Agreement" or "MSA" means the Master Services
         Agreement by and between e-MedSoft and Superior, attached as Exhibit
         1.9.

         1.10 "Referral Fee" means the fees paid by e-MedSoft to Superior
         pursuant to Section 4.1(a).

         1.11 "Resulting Contract" means any contract for the purchase of an
         Introduced party's Offerings by an Introduced Client within twelve
         months of an Introduction by the Introducing party, provided that if
         the Introduced party has a prior documented relationship with the
         Introduced Client, then the Introducing party shall bear the burden of
         demonstrating that its Introduction was of material assistance in order
         to qualify as a Resulting Contract.

         1.12 "Revenues" means: (i) in the case of e-MedSoft, all revenues, less
         taxes, actually received by e-MedSoft under an e-MedSoft Resulting
         Contract, but excluding amounts paid to Superior as a subcontractor of
         e-MedSoft; and (ii) in the case of Superior, all professional fees
         actually received by Superior for the Superior Offerings (but excluding
         any portion of such fees representing Superior's out of pocket expenses
         and other amounts payable to third parties, amounts payable to
         e-MedSoft, maintenance fees, taxes, refunds, and rebates), under a
         Resulting Contract.

         1.13 "Superior Offerings" is defined in Recital A above.

2.       TERM.

         This Agreement will begin on the Effective Date and terminate four (4)
         years from the Effective Date (the "Term") unless terminated earlier as
         described below. Each annual


                                                                          Page 2
<Page>

                                            Preferred Solution Partner Agreement
--------------------------------------------------------------------------------


         period during the Term commencing on the Effective Date and each
         anniversary thereafter will sometimes be referred to as a "Contract
         Year."

3.       SERVICES.

         3.1 PREFERRED STATUS OF E-MEDSOFT. Superior hereby designates e-MedSoft
         as a member of Superior's Preferred Solution Partner Program. Superior
         will so identify e-MedSoft on its website and other materials and
         activities in which it identifies members of that program.

         3.2 SUPERIOR DEMAND-GENERATION ACTIVITIES. Pursuant to the terms and
         conditions of this Agreement and the Alliance Plan, Superior will use
         commercially reasonable efforts to market e-MedSoft Offerings to, and
         to Introduce e-MedSoft to, appropriate Superior Clients. Subject to the
         Alliance Plan, it is anticipated that Superior will focus its marketing
         efforts on the following e-MedSoft Offerings: (i) MedReach Network
         Medicine Solutions; (ii) MedMicroscopy Solutions; (iii) Telesynergy
         Solutions; and (iv) Rx Audit Solutions.

         3.3 E-MedSoft DEMAND-GENERATION ACTIVITIES. Pursuant to the terms and
         conditions of this Agreement and the Alliance Plan, e-MedSoft will use
         commercially reasonable efforts to market Superior Offerings to, and to
         Introduce Superior to, appropriate e-Medsoft Clients.

         3.4 SUPERIOR SERVICES. Superior will provide services Implementation
         and Support Services and Direct Services to e-MedSoft pursuant to the
         MSA attached as Exhibit 1.9. The specific services to be provided shall
         be subsequently determined, provide that: (i) e-MedSoft shall purchase
         not less than the Minimum Value of such Services, as defined in Section
         12 of the MSA; (ii) e-MedSoft shall negotiate with Superior in good
         faith regarding Superior providing Direct Services for the MedReach
         and/or Telesynergy product lines; and (iii) Superior will be provided a
         preferred opportunity to bid to provide Implementation and Support
         services for the MEDUNET contract for Saudi Arabia.

         3.5 SOLUTION CENTER. e-MedSoft will become a Member of Superior's
         Solution Center pursuant to the terms of the Solution Center Membership
         Agreement attached as Exhibit 3.5.

         3.6 TRAINING. Each party will, at its expense, periodically provide
         sales and/or technical training concerning its Offerings to appropriate
         sales and technical personnel of the other.

4.       COMPENSATION

4.1      REFERRAL FEES

                  (a) Superior Referral Fee

                  e-MedSoft shall pay to Superior a Referral Fee for each
                  e-MedSoft Resulting Contract, including any renewal or
                  modification of the Resulting Contract and any subsequent
                  agreements with that introduced Client equal to a percentage
                  of Revenues actually relied and received by e-MedSoft from the
                  Resulting Contract, as follows: (i) twenty percent (20%) of
                  the first ten million dollars ($10,000,000) of Revenues; and
                  (ii) twelve and one-half percent (12.5%) of Revenues in excess


                                                                          Page 3
<Page>

                                            Preferred Solution Partner Agreement
--------------------------------------------------------------------------------


                  of $10,000,000. That is once the aggregate revenue for all
                  contracts and dealings exceeds $10MM, the fee due Superior
                  will be 12.5% regardless of the number clients. In no event is
                  any fee due from any other source than revenue actually
                  received by e-Medsoft. The mere contractual right of e-Medsoft
                  to revenue from a third party shall not trigger the payment of
                  any fees to Superior.

                  (b) e-MedSoft Referral fee

                  Superior shall pay to e-MedSoft a Referral Fee for each
                  Superior Resulting Contract, including any renewal or
                  modification of the Resulting Contract and any subsequent
                  agreements with that Introduced Client equal to a percentage
                  of Revenues actually realized and received by Superior from
                  the Resulting Contract, as follows: (i) zero percent (0%) of
                  the first two million dollars ($2,000,000) of Revenues; and
                  (ii) five percent (5%) of Revenues in excess of $2,000,000.

                  (c) PAYMENT. All Referral Fee shall be paid within thirty (30)
                  days of receipt of payment from the Introduced Client. Each
                  party's right to Referral Fees on Resulting Contracts shall
                  survive the termination of this Agreement, for a period of 12
                  months from the date of termination.

                  (d) AUDIT. The Introduced party agrees that Introducing party
                  or its authorized representative ("Auditor") shall have the
                  right to audit and inspect ("Audit") the Introduced party
                  books and records to verify the Introduced party determination
                  of Referral Fees. Audits may be conducted at any time during
                  or within two years after the termination of this Agreement.
                  The Introduced party shall keep all pertinent books and
                  records for at least that period. The Introduced party shall
                  provide the Auditors with any assistance they may reasonably
                  require in connection with such audits and inspections. Audits
                  shall be conducted in a manner that does not unreasonably
                  disrupt the Introduced party operations. Audits shall be
                  conducted at the auditing party's expense, except that if an
                  Audit finds that the Referral Fees owed exceed the Referral
                  Fees paid by at least five percent (5%), the audited party
                  shall also pay the auditing party's reasonable costs of audit.
                  The auditors shall report their findings in writing. If the
                  Audit finds a variance between the Referral Fees owed and the
                  Referral Fees paid, then, subject to the following sentences
                  of this subpart, any shortfall shall be paid, or any excess
                  refunded, as the case may be, within 30 days of delivery of
                  the auditors findings. Either party may contest the the
                  results of the audit by written notice specifying the amounts
                  disputed and the basis for dispute and delivered within 30
                  days of delivery of the auditors findings. In the event of a
                  contest, all undisputed amounts shall be immediately due, and
                  any disputed amounts shall be submitted to binding arbitration
                  in accordance with Section _, below.

                  (e) SURVIVAL. All rights to Referral Fees on Resulting
                  Contracts shall survive the termination of this Agreement and
                  shall continue for the full term of the Resulting Contract.

4.2      WARRANTS

         e-MedSoft shall, on the Effective Date, issue to Superior a warrant, in
         the form attached as Exhibit 4.2, to purchase 250,000 shares of
         e-MedSoft common stock, exercisable six


                                                                          Page 4
<Page>

                                            Preferred Solution Partner Agreement
--------------------------------------------------------------------------------


         (6) months from the Effective Date (but Superior is not to sell more
         than 5% of the average trading volume over the previous 5 trading days
         on any single trading day). The warrant strike price shall be one
         hundred and five percent (105%) of the average volume weighted average
         price of the stock for the 20 trading days immediately preceding the
         Effective Date of this agreement.

         4.3 NO OTHER COMPENSATION

         Except as provided in Sections 3 and 4, no compensation is owed to
         either party for its activities under this Agreement, and each party
         shall bear its own costs in connection with those activities, unless
         otherwise agreed in writing.

5.       ALLIANCE PROCESS, GOVERNANCE AND MANAGEMENT

         5.1 Promptly upon the execution of this Agreement, the parties agree to
         meet, discuss, negotiate in good faith and finalize an Alliance Plan
         that sets forth a joint promotion plan and a service delivery plan for
         the e-MedSoft Offerings and Superior Offerings, including the
         development of marketing materials, identification of target clients
         and markets, service and pricing models, budgets and projections, and
         such other subjects as the parties deem appropriate to effectuate the
         purpose of this Agreement. The Alliance Plan will also include mutually
         developed guidelines, processes and procedures for: a) sales and
         marketing communications; b) sales funnel management; c) client account
         planning; and d) any other information which this Agreement
         specifically requires to be set forth in the Alliance Plan. The parties
         agree to apply such resources, time and personnel adequate to complete
         the Alliance Plan within thirty (30) days of the Effective Date. The
         Alliance Plan will be amended and updated from time to time during the
         term hereof, but not less frequently than once in every Contract Year.

         5.2 Each party will assign a named individual as its Relationship
         Manager, to serve as the main liaison for contact and coordination of
         activities between the two firms.

         5.3 e-MedSoft and Superior will establish a Steering Group, consisting
         of three executives from e-MedSoft and three from Superior. The
         Steering Group will meet periodically to set overall direction, monitor
         progress and resolve issues not resolved by the Relationship Managers.

6.       TERMINATION

This Agreement may be terminated by either party for material breach by the
other party, in accordance with the following procedure: The party claiming
material breach shall provide the other party with a written notice of breach,
specifying in detail the act or omission claimed to constitute the material
breach. The other party shall then have thirty (30) days to cure the claimed
breach. If the breaching party does not cure the breach within the cure period,
then the other party shall be entitled to terminate this Agreement immediately
upon written notice to the other party.

7.       NON DISCLOSURE

         7.1 e-MedSoft and Superior recognize that in the course of performance
         of this Agreement each of them may disclose Proprietary Information to
         the other. The receiving party shall treat the disclosing party's
         Proprietary Information as confidential


                                                                          Page 5
<Page>

                                            Preferred Solution Partner Agreement
--------------------------------------------------------------------------------


         and will exercise reasonable care to protect it, using not less than
         the degree of care taken by the receiving party in the protection of
         its own confidential information. Without the disclosing party's
         permission, Proprietary Information will not be (i) disclosed to
         anyone, unless required by law; or (ii) used for the receiving party's
         personal benefit.

         7.2 Proprietary Information means non-public information of the
         disclosing party or its clients or prospects: (1) which the disclosing
         party designates as such in writing; or (2) which, given the nature of
         the information and the circumstances of disclosure, should be
         recognized by the receiving party as confidential in nature, including
         but not limited to: (i) business plans, marketing plans, or financial
         information; (ii) the terms of this Agreement; or (iii) personal or
         financial information regarding the employees of the disclosing party.
         However, unless otherwise specifically agreed in writing, Proprietary
         Information does not include the following: (i) any ideas, innovations,
         information, techniques, procedures or methodologies developed by the
         receiving party, either prior to or in the course of this Agreement;
         (ii) any information previously known to the receiving party without
         obligation of confidentiality; (iii) any information that is or becomes
         available to or known by persons in the healthcare information and
         healthcare management industry through no fault or wrongdoing of the
         receiving party; or (iv) any information developed independently by the
         receiving party without reference to Proprietary Information.

         7.3 Each of the parties will, as reasonably necessary to carry out the
         purpose of this Agreement, enter into agreements for the protection of
         the confidential information of clients for which services are
         performed pursuant to this Agreement.

         7.4 It is expressly understood that this Agreement, the nature and
         substance of the relationship between Superior and e-MedSoft and the
         nature or content of any ancillary documents pertaining to the
         relationship, are expressly agreed by the parties to be confidential
         and subject to the protections of this Section 7. Neither party shall
         make any press release, public announcement or disclosure of the nature
         or substance of the relationship between the parties, except as may be
         required by law, without the express prior written consent of the other
         party. Nothing herein shall be construed as prohibiting either party
         from disclosing the existence of the relationship between the parties.

8.       OWNERSHIP

         8.1 Each party shall retain sole ownership of its respective Offerings.

         8.2 Superior shall have exclusive ownership of all ideas, intellectual
         property, techniques, methodologies, procedures, skills, innovations or
         know-how (collectively, "Materials") developed or introduced by
         Superior in the course of performing services under this Agreement.
         e-MedSoft and its subsidiaries shall have exclusive ownership of all
         Materials developed or introduced by e-MedSoft. Ownership rights to
         Materials jointly developed by eMedSoft and Superior will be agreed to
         in writing in advance. Unless specifically agreed to by the parties in
         writing, ownership of such jointly developed Materials will be
         determined by product type, as follows:

                  (a) Marketing material, including, presentations and marketing
                  collateral will be jointly owned and copyrighted and may be
                  used without restriction for the term of this Agreement
                  subject to the confidentiality provisions of this Agreement.


                                                                          Page 6
<Page>

                                            Preferred Solution Partner Agreement
--------------------------------------------------------------------------------


                  (b) Methodologies, procedures, skills, techniques and know-how
                  relating to the Superior Offerings will be solely owned by
                  Superior.

                  (c) Intellectual property, techniques, know-how, skills, and
                  methodologies relating to the e-MedSoft Offerings will be
                  solely owned by e-MedSoft.

                  (d) The parties acknowledge and agree that, in the event of a
                  conflict between the terms of the MSA and the terms of this
                  Agreement, the terms of this Agreement shall prevail. Without
                  limiting the foregoing, the parties agree that the terms of
                  this Agreement supercede the terms of any ownership and
                  proprietary rights provisions set forth in the MSA; provided,
                  however, that any Work Order issued under the MSA and signed
                  by both parties may expressly make provision for ownership of
                  Materials that differs from and supercedes the ownership
                  provisions of this Agreement.

9.       LIMITATION OF LIABILITY

Neither party shall be liable under any cause of action or theory of recovery
whatever for punitive, exemplary, special, incidental or consequential damages
for loss, damage or expense including but not limited to lost profits or
goodwill, and costs of recovering, reprogramming or reproducing any program or
data, even if the other party has been advised of the likelihood of the same.

10.      INDEMNIFICATION

         10.1 Each party shall indemnify, defend and hold harmless the other
         from any third party claims for loss, damage, expense (including
         attorneys' fees) and liability based on a claim:

                  (a) for death or personal injury or physical damage to
                  property caused by the intentional and / or negligent acts or
                  omissions of the indemnifying party, its employees, agents or
                  subcontractors;

                  (b) for any breach of the warranties set forth in Section 11,
                  below.

                  (c) that the indemnifying party's Offerings is defective,
                  breaches any warranty or other contractual obligation of the
                  indemnifying party, or otherwise fails to satisfy any
                  statutory or common-law obligation of the indemnifying party.

                  (d) that an indemnifying party's Offering infringes any issued
                  United States patent, copyright or trade secret right of any
                  third party.

                           (i) Should any Offering subject to the provisions of
                           Sections 10.1(d) (an "Infringing Offering") become,
                           or in the indemnifying party's opinion be likely to
                           become the subject of a claim, then the indemnifying
                           party may, at its option and expense, (i) procure for
                           the indemnified party (or a Client, as the case may
                           be) the right to use the Infringing Offering free of
                           any liability for infringement; (ii) replace or
                           modify the Infringing Offering with a non-infringing
                           substitute otherwise complying with all the
                           functionality for the replaced system.


                                                                          Page 7
<Page>

                                            Preferred Solution Partner Agreement
--------------------------------------------------------------------------------


                           (ii) Neither party shall be obligated to indemnify
                           the other pursuant to Section 10.1(d) to the extent
                           that the claim arises out of (a) a modification of
                           the Infringing Offering other than by the
                           indemnifying party, or (b) the compliance with the
                           specifications of the indemnified party (or a Client
                           who is making a claim), to the extent the same go
                           beyond specifications of the Offering previously
                           developed by the indemnifying party.

         10.2 The party to be indemnified under this Section 10 agrees to:

                  (a) promptly notify the indemnifying party of any such claim
                  or suit by a third party and furnish the indemnifying party
                  with a copy of each communication, notice or other action
                  relating to such claim or suit; and

                  (b) permit the indemnifying party to assume sole authority to
                  conduct the trial or settlement of such claim or suit or any
                  negotiations related t at the indemnifying party's own
                  expense; and

                  (c) provide information and assistance at its own expense
                  reasonably requested by the indemnifying party in connection
                  with such claim or suit.

                  If either party fails to comply with any obligation under this
                  Section 10.2, the other party shall be relieved if its
                  indemnity obligation only if and to the extent such failure
                  materially prejudices the indemnifying party.

         10.3 The indemnity obligations under this Section 10 shall extend to
         any claims brought against an officer, director, or agent of the party
         entitled to indemnification.

11.      WARRANTY

         11.1 Each party warrants that it has full power and authority to grant
         the rights granted by this Agreement, that no consent of any other
         person or entity is required to grant such rights other than consents
         that have been obtained and are in effect, and that the performance of
         this Agreement will not violate any non-disclosure agreement, nor
         constitute a violation of any copyright, trade secret, invention,
         proprietary information, or other rights of any third party.

         11.2 Each party warrants that it owns, has a license to, or otherwise
         has, and will continue to have throughout the term of this Agreement,
         the right to use, distribute, license and exploit in the manner
         contemplated by this Agreement each program, product, service or other
         component of its Offerings.

         11.3 As between the parties, Superior shall remain solely responsible
         to clients for the performance of the Superior Offerings. As between
         the parties, e-MedSoft shall remain solely responsible to clients for
         the performance and good working order of the e-MedSoft offerings and
         the performance of its services.

         11.4 Except as expressly provided in this Agreement, neither party
         makes any warranty to the other, either express or implied, with
         respect to the products or services it provides to clients, and both
         parties specifically disclaim any warranty of merchantability or
         fitness for a particular purpose with respect t.


                                                                          Page 8
<Page>

                                            Preferred Solution Partner Agreement
--------------------------------------------------------------------------------


12. EXCLUSIVITY. All services provided hereunder are provided and purchased on a
non-exclusive basis.

13. BILATERAL NON-SOLICITATION AGREEMENT. Without the prior written consent of
the other party, e-MedSoft and Superior each agree to refrain from soliciting
the other party's employees, agents, and subcontractors ("Personnel") until
twelve (12) months after the date the Personnel was last involved in any
activity related to this Agreement.

14. ASSIGNMENT. Neither party may assign its obligations under this Agreement,
except to its subsidiaries and affiliates or in connection with a merger,
combination, or sale of substantially all of a party's assets, without the other
party's prior written consent, which may not be unreasonably withheld. Any
purported assignment without prior consent shall be voidable by the other party.

15. COMPLIANCE WITH LAW. Each party shall comply with all applicable laws and
regulations pertaining to their performance under this Agreement.

16. NOTICES. All notices under this Agreement shall be by certified mail return
receipt requested, express courier, or other commercially reasonable means
providing proof of delivery, as follows:

IF TO SUPERIOR:                          IF TO e-MedSoft:
Superior Consultant Company, Inc.        e-MedSoft, Inc.
4000 Town Center Drive, Suite 1100       1300 Marsh Landing Parkway, Suite 106,
Southfield, Michigan 48075               Jacksonville Beach, FL. 32250
Attention:  Luc Feilla                   Attention:  John Shepherd, COO
Cc:  General Counsel

Notice by either party of a change in its address for purposes of this section
shall be in writing.

17. FUTURE COOPERATION. The parties shall cooperate with each other with respect
to any ancillary agreements needed to fulfill the purpose of this Agreement.

18.      RELATIONSHIP OF THE PARTIES

         18.1 The relationship between e-MedSoft and Superior shall be that of
         independent contractors only. No agency relationship between e-MedSoft
         and Superior is created by this Agreement. Neither party shall have the
         right or authority to act on behalf of the other or represent that it
         has such right or authority. Each party shall be responsible for its
         own tax obligations arising in connection with the performance of this
         Agreement. Any reference in this Agreement or any document or
         communication relating to this agreement to "partnership", "alliance",
         "joint venture", or similar terms is only descriptive of the
         anticipated cooperative relationship between the parties, and does not
         establish any partnership, agency or fiduciary relationship between the
         parties.

         18.2 Neither party will make any representations or warranties, either
         express or implied, with respect to the specifications, features,
         capabilities or other attributes of the products or services offered by
         the other party, other than those set forth in any non-confidential
         materials provided by the supplying party for distribution to the
         public.

         18.3 Each Party shall at all times conduct its business in a manner,
         which shall not reflect adversely upon the business and reputation of
         the other Party.


                                                                          Page 9
<Page>

                                            Preferred Solution Partner Agreement
--------------------------------------------------------------------------------


19. WAIVER. The wavier by any Party of a breach of any provision of this
Agreement shall not be deemed a waiver of any subsequent breach whether of the
same or another provision of this Agreement.

20. PRIOR AGREEMENT. This Agreement supersedes the Prior Agreement, which is
terminated. Neither party shall have any further rights or obligations under the
Prior Agreement, except for any confidentiality obligations. Superior and
e-MedSoft (and their respective predecessors, successors, directors,
shareholders, subsidiaries, agents, and employees) each release all claims that
either of them may have against the other arising out of the Prior Agreement
and/or their prior business relationship, whether known or unknown, fixed or
contingent, disputed or undisputed sounding in tort, contract, or statutory
right, arising under federal or state law.

21. COMPLETE AGREEMENT. This Agreement (including its incorporated attachments)
sets forth the full and complete agreement of the parties, and both parties
warrant that there have been no other promises, obligations or undertakings,
oral or written. This Agreement can be modified only by a writing signed by both
parties.

22.      DISPUTES.

         22.1 This Agreement shall be governed by and construed under the laws
         of the State of Californa, without reference to its conflict of law
         principles.

         22.2 Any disputes between Superior and e-Medsoft (which are not
         otherwise resolved by the Parties) shall be submitted to binding
         arbitration in accordance with the then prevailing rules of the
         American Arbitration Association. Any arbitration proceeding initiated
         by Superior shall be conducted in Los Angeles, California and any
         arbitration proceeding initiated by e-MedSoft shall be conducted in
         Southfield, Michigan. The arbitrators shall be required to follow
         applicable law and the terms of this Agreement, and shall not have the
         authority to impose any punitive or exemplary damages. An award of the
         arbitrators may be enforced in any court of competent jurisdiction.

23. LEGAL EXPENSES. If any litigation or arbitration proceeding is commenced
between the parties or their representatives arising out of this Agreement, the
prevailing party shall be entitled, in addition to such other relief as may be
granted, to an award of attorneys' fees (including the reasonable value of
in-house counsel services), together with forum costs and other litigation
expenses reasonably incurred and actually paid.

24. SAVING CLAUSE. If any section or clause contained in this Agreement is found
to be invalid by a court of competent jurisdiction, the remaining sections and
clauses shall remain in full force and effect.


                                                                         Page 10
<Page>

                                            Preferred Solution Partner Agreement
--------------------------------------------------------------------------------


25.      AUTHORIZED SIGNATURES

            Acknowledged and accepted, for e-MedSoft, Inc.

            By     _____________________ _____________________     _______
                      Signature              Title                   Date


            Acknowledged and accepted, for Superior Consultant Company, Inc.


            By     _____________________ _____________________     _______
                      Signature              Title                    Date


                                                                         Page 11