Sample Business Contracts


Promissory Note - Cerner Corp. and Robert C. Dieterle

Promissory Notes


                       PROMISSORY NOTE
                             
                             
$135,000                                     March 30, 1998



      For value received, the undersigned promises to pay to
the  order  of  Cerner Corporation, a Delaware  corporation,
("Cerner")  the  sum  of  One Hundred  Thirty-Five  Thousand
Dollars  ($135,000)  at  Cerner offices  at  2800  Rockcreek
Parkway, Kansas City, Missouri 64117, in annual installments
of Fifteen Thousand Dollars ($15,000), the first installment
to  be  due  on August 4, 1998 and the subsequent eight  (8)
installments  each  to  be  due  on  the  first  eight   (8)
consecutive    anniversaries    of    August    4,     1998.
Notwithstanding   the   foregoing,   in   the   event    the
undersigned's employment with Cerner is terminated, for  any
reason,  this  Promissory Note shall become immediately  due
and  payable  in  full,  without notice  by  Cerner  to  the
undersigned,  upon  the  earlier  to  occur   of   (1)   the
undersigned's  sale  of  the real property  covered  by  the
mortgage  referred to below, (2) settlement of any  payments
due  to  the undersigned from Cerner under CPP or any  other
bonus  plans  of  Cerner or (3) receipt by  the  undersigned
after  the termination date of an aggregate of Seventy  Five
Thousand  Dollars ($75,000) or more from  the  sale  by  the
undersigned  of any Cerner stock received by the undersigned
upon   exercise  of  any  stock  options  granted   to   the
undersigned by Cerner.

      In  the event of the failure of the undersigned to pay
any  installment when due or if there is a breach of any  of
the  terms  and  conditions of the Mortgage dated  the  date
hereof  made by the undersigned and his spouse in  favor  of
Cerner, Cerner may accelerate all unpaid installments hereof
and  all  other amounts payable hereunder by written  notice
delivered  to the undersigned in writing addressed  at  2800
Rockcreek  Parkway, Kansas City, Missouri  64117,  whereupon
the entire unpaid amount hereof shall be immediately due and
payable in full.

       Any  installment  hereof  not  paid  when  due  shall
thereafter bear interest at the lesser of the highest amount
permitted  by  applicable law or the prime or base  rate  of
interest announced from time to time by CitiBank, N. A., New
York, New York.

<PAGE>

      The  undersigned  hereby grants to Cerner  a  security
interest in all outstanding CPP or other bonus payments  due
to the undersigned from Cerner at any time and any shares of
Cerner  Common Stock acquired by the undersigned as a result
of  exercising any stock options granted to the  undersigned
by  Cerner  as  security  for  all  amounts  due  to  Cerner
hereunder.   This  Promissory Note is also  secured  by  and
subject  to the benefits of the second mortgage dated  March
30, 1998, made by the undersigned and his spouse in favor of
Cerner.

      The  undersigned hereby waives all demands,  protests,
notices, indulgences and other benefits provided by  law  to
the undersigned in connection with the collection hereof  by
Cerner  and agrees to pay all costs of collection hereof  by
Cerner, including reasonable attorney's fees and expenses.

      In  witness whereof the undersigned have executed this
Promissory Note as of the date hereof.



                                  
                                   /s/Robert C. Dieterle
                                   -------------------------
                                   Robert C. Dieterle

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