EMPLOYMENT AGREEMENT

Exhibit 10.1

Execution Copy

EMPLOYMENT AGREEMENT

     THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between ECLIPSYS CORPORATION, a Delaware corporation (the “Company”), and JOHN A. ADAMS, an individual (the “Executive”), effective December 20, 2004.

WITNESSETH:

     WHEREAS, the Company desires to employ the Executive, and the Executive desires to be employed by the Company;

     NOW THEREFORE, in consideration of the mutual covenants and promises contained in this Agreement, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the parties to this Agreement, the parties agree as follows:

     Section 1 — Employment.

     Section 2 - Term of Employment. The Executive’s term of employment under this Agreement (“Term of Employment”) will commence on December 20, 2004 (the “Commencement

Date”) and, subject to the terms hereof, shall terminate on the date that either party terminates the Executive’s employment in accordance with Section 6 of this Agreement.

     Section 3 - Compensation.

2

     Section 4 - Employee Benefits.

     Section 5 - Expenses. Subject to prevailing Company policy or such guidelines as may be established by the Chief Executive Officer or the Board from time to time, the Company shall reimburse the Executive for all reasonable expenses incurred by the Executive in carrying out his duties, including without limitation reasonable travel and housing expenses incurred by the

3

Executive in connection with commuting between his home in California and the Company’s headquarters in Florida or other Company facilities other than any Company facility in Orange County, California.

     Section 6 - Termination of Employment.

4

5

6

7

8

9

10

11

     Section 7 — Gross-up Payments.

12

13

     Section 8 — Other Agreements.

     Section 9 - Notices. All notices or communications hereunder shall be in writing, addressed as follows:

14

Any such notice or communication shall be delivered by hand or sent certified or registered mail, return receipt requested, postage prepaid, or by reputable overnight courier addressed as above (or to such other address as such party may designate in a notice duly delivered as described above), and the time of actual delivery, if delivered by hand, the next business day, if sent by overnight courier, or the third (3^rd) business day after the actual date of mailing, if sent by mail, shall constitute the time at which notice was given.

     Section 10 - Separability. If any provision of this Agreement shall be declared to be invalid or unenforceable, in whole or in part, such invalidity or unenforceability shall not affect the remaining provisions hereof which shall remain in full force and effect.

     Section 11 - Assignment and Assumption. This contract shall be binding upon and inure to the benefit of the heirs and representatives of the Executive and the assigns and successors of the Company, but neither this Agreement nor any rights or obligations hereunder shall be assignable or otherwise subject to hypothecation by the Executive (except by will or by operation of the laws of interstate succession) or by the Company, except that the Company may assign this Agreement to any successor (whether by merger, purchase or otherwise) to all or substantially all of the stock, assets or business of the Company and shall cause such successor to assume this Agreement, which assumption shall not relieve the Company of its obligations to the Executive hereunder unless so agreed in writing by Executive.

     Section 12 - Amendment. This Agreement may only be amended by written agreement of the parties hereto.

     Section 13 — Survivorship. The respective rights and obligations of the parties hereunder shall survive any termination of this Agreement to the extent necessary to the intended preservation of such rights and obligations. The provisions of this Section 13 are in addition to the survivorship provisions of any other section of this Agreement.

     Section 14 - Governing Law; Venue and Jurisdiction. This Agreement shall be governed by and construed under and in accordance with the laws of the State of Florida (without reference to the conflicts of law provisions thereof). If any judicial or administrative proceeding or claim

15

relating to or pertaining to this Agreement is initiated by either party hereto, such proceeding or claim shall and must be filed in a state or federal court located in Palm Beach County, Florida, and the Company and the Executive each consents to the jurisdiction of such a court.

     Section 15 - Prior Agreement; Coordination of Benefits. This Agreement including the exhibits hereto, along with the Standard Agreement, contains the entire understanding between the parties hereto regarding terms of the Executive’s employment and supersedes in all respects any prior or other employment agreement or understanding, both written and oral. In the event of a conflict between this Agreement and any policy or plan that applies generally to employees or executives of the Company regarding compensation, employee benefits, performance bonuses, healthcare, retirement, severance, change of control, relocation, or equity programs such as Restricted Stock or Option awards, this Agreement shall control unless the generally applicable plan or program would provide a greater benefit or award to the Executive, in which case the terms of such plan or program shall control over this Agreement.

     Section 16 - Withholding. The Company shall be entitled to withhold from payment any amount of withholding required by law.

     Section 17 — Section Headings and Construction. The headings of sections in this Agreement are provided for convenience only and will not effect its construction or interpretation. All references to “Section” or “Sections” refer to the corresponding section or sections of this Agreement unless otherwise specified. All words used in this Agreement will be construed to be of such gender or number as circumstances require.

     Section 18 - Counterparts. This Agreement may be executed in one (1) or more counterparts, each of which will be deemed to be an original copy of this Agreement and all of which, when taken together, will be deemed to constitute one and the same Agreement.

     Section 19 — Acknowledgement. The Executive states and represents that he has had an opportunity to fully discuss and review the terms of this Agreement with an attorney. The Executive further states and represents that he has carefully read this Agreement, understands the contents herein, freely and voluntarily assents to all of the terms and conditions hereof, and signs his name of his own free act.

     Section 20 — Attorneys’ Fees. In the event that either party brings a legal action against the other in connection with the employment relationship between them, including without limitation an action to enforce this Agreement, the Standard Agreement or the Release, the party, if either, that is judicially determined to be the prevailing party in such action shall be entitled to recover his or its reasonable attorney’s fees and legal costs incurred in connection with such action.

16

     Intending to be legally bound hereby, the parties have executed this Agreement on the date set forth above.

COMPANY

ECLIPSYS CORPORATION

By:   /s/ Paul L. Ruflin                    
          Paul L. Ruflin,
          Chief Executive Officer

EXECUTIVE

/s/ John A. Adams                    
John A. Adams

17

EXHIBIT A

     “Change in Control” means an event or occurrence set forth in any one or more of subsections (a) through (d) below (including an event or occurrence that constitutes a Change in Control under one of such subsections but is specifically exempted from another such subsection) that occurs during the Term of Employment:

               (a) the acquisition by an individual, entity or group (within the meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) (a “Person”) of beneficial ownership of any capital stock of the Company if, after such acquisition, such Person beneficially owns (within the meaning of Rule 13d-3 promulgated under the Exchange Act) 30% or more of either (x) the then-outstanding shares of common stock of the Company (the “Outstanding Company Common Stock”) or (y) the combined voting power of the then-outstanding securities of the Company entitled to vote generally in the election of directors (the “Outstanding Company Voting Securities”); provided, however, that for purposes of this subsection (a), the following acquisitions shall not constitute a Change in Control: (i) any acquisition directly from the Company (excluding an acquisition pursuant to the exercise, conversion or exchange of any security exercisable for, convertible into or exchangeable for common stock or voting securities of the Company, unless the Person exercising, converting or exchanging such security acquired such security directly from the Company or an underwriter or agent of the Company), (ii) any acquisition by the Company, (iii) any acquisition by any employee benefit plan (or related trust) sponsored or maintained by the Company or any corporation controlled by the Company, (iv) any acquisition by any corporation pursuant to a transaction which complies with clauses (i) and (ii) of subsection (c) below; or (v) any acquisition by General Atlantic Partners 28, L.P., General Atlantic Partners 38, L.P., General Atlantic Partners 47, L.P., GAP Coinvestment Partners, L.P., General Atlantic Partners, LLC, and any person directly or indirectly controlled (within the meaning of Rule 12b-2 promulgated under the Exchange Act) by any of the foregoing entities described in this clause (v) (each such party is referred to herein as an “Exempt Person”) of any shares of Common Stock; or

               (b) such time as the Continuing Directors (as defined below) do not constitute a majority of the Board (or, if applicable, the Board of Directors of a successor corporation to the Company), where the term “Continuing Director” means at any date a member of the Board (i) who was a member of the Board on the date of the execution of this Agreement or (ii) who was nominated or elected subsequent to such date by at least a majority of the directors who were Continuing Directors at the time of such nomination or election or whose election to the Board was recommended or endorsed by at least a majority of the directors who were Continuing Directors at the time of such nomination or election; provided, however, that there shall be excluded from this clause (ii) any individual whose initial assumption of office occurred as a result of an actual or

18

threatened election contest with respect to the election or removal of directors or other actual or threatened solicitation of proxies or consents, by or on behalf of a person other than the Board; or

               (c) the consummation of a merger, consolidation, reorganization, recapitalization or statutory share exchange involving the Company or a sale or other disposition of all or substantially all of the assets of the Company in one or a series of transactions (a “Business Combination”), unless, immediately following such Business Combination, each of the following two conditions is satisfied: (i) all or substantially all of the individuals and entities who were the beneficial owners of the Outstanding Company Common Stock and Outstanding Company Voting Securities immediately prior to such Business Combination beneficially own, directly or indirectly, more than 50% of the then-outstanding shares of common stock and the combined voting power of the then-outstanding securities entitled to vote generally in the election of directors, respectively, of the resulting or acquiring corporation in such Business Combination (which shall include, without limitation, a corporation which as a result of such transaction owns the Company or substantially all of the Company’s assets either directly or through one or more subsidiaries) (such resulting or acquiring corporation is referred to herein as the “Acquiring Corporation”) in substantially the same proportions as their ownership, immediately prior to such Business Combination, of the Outstanding Company Common Stock and Outstanding Company Voting Securities, respectively; and (ii) no Person (excluding the Acquiring Corporation, any employee benefit plan (or related trust) maintained or sponsored by the Company or by the Acquiring Corporation, or any Exempt Person) beneficially owns, directly or indirectly, 30% or more of the then outstanding shares of common stock of the Acquiring Corporation, or of the combined voting power of the then-outstanding securities of such corporation entitled to vote generally in the election of directors (except to the extent that such ownership existed prior to the Business Combination); or

               (d) approval by the stockholders of the Company of a complete liquidation or dissolution of the Company.

19

EXHIBIT B

[form of option agreement]

20

EXHIBIT C

[form of restricted stock agreement]

21

EXHIBIT D

GENERAL RELEASE

     This GENERAL RELEASE is made and entered into by and between Eclipsys Corporation and its affiliated, direct and indirect subsidiary corporations and each of such corporations’ employees, officers, and Board of Directors (individually and collectively “Eclipsys”) and John A. Adams, [CURRENT ADDRESS] (“you”, “your” or “Adams”).

WITNESSETH

     WHEREAS, you and Eclipsys are party to an Employment Agreement dated as of December ___, 2004 (the “Employment Agreement”);

     WHEREAS, the Employment Agreement contemplates that you will be paid certain severance benefits specified therein under specified circumstances, provided that you execute this General Release;

WHEREAS, your termination from your position as [TITLE] of Eclipsys will be effective [date];

     WHEREAS, Eclipsys and you desire to settle fully and finally any and all differences between ourselves including, but in no way limited to, differences arising out of your employment and circumstances giving rise to your departure from Eclipsys;

     NOW THEREFORE, in consideration of the premises and mutual promises herein contained and Eclipsys’ agreement to provide you with certain severance benefits pursuant to the Employment Agreement, Eclipsys and you agree as follows:

     FIRST: You acknowledge that Eclipsys’ execution of this General Release and its compliance with terms herein shall not in any way be construed as an admission by Eclipsys, of any acts of discrimination or improper or unlawful treatment of you. Eclipsys has entered into this General Release to avoid the potential expenses and inconvenience of litigation, and specifically disclaims any liability to or discrimination against you on the part of Eclipsys.

     SECOND: You represent and agree that your employment with Eclipsys will be terminated effective [DATE], and that you are eligible for reemployment only by mutual agreement and consent of yourself and Eclipsys in the future.

     THIRD: Unless otherwise required by law, Eclipsys agrees in the future to articulate that the reason for your termination was the pursuit of other interests. Eclipsys further agrees that any inquiry about your employment will be referred to a representative of the Human Resources

22

Department, who will state the reasons for your termination as articulated in the preceding sentence. However, it is understood that you may direct inquiries regarding personal references to other employees of Eclipsys, but it is further understood that Eclipsys will not be liable for reference information provided by such persons.

     FOURTH: You understand, acknowledge and agree that, under the stock option agreements that you signed with Eclipsys, and subject to specified conditions, you have a specified period from the day of the termination of your employment to exercise any stock option awards that you received from Eclipsys and that are vested as of the date of termination. Because you will not be an employee of Eclipsys from and after your termination, you acknowledge and agree to retain separate counsel and/or advice regarding whether you hold “material non-public information” regarding Eclipsys and whether it is legal, permissible or in your best interest for you to exercise your stock options and sell Eclipsys stock under the applicable laws, rules ore regulations of the Securities and Exchange Commission or any other applicable Federal or state laws. Eclipsys is not, nor will be, responsible for any decisions that you make.

     FIFTH: You represent and warrant that you have not filed any lawsuit, complaint or charge against Eclipsys, with any local, state, or federal agency or court of whatever jurisdiction, that you will not do so at any time hereafter, and that if any agency or court were to assume jurisdiction on your behalf for any such complaint or charge against Eclipsys, or any of them, you would request such agency or court to withdraw from the matter.

     SIXTH: You represent that you have not filed any complaints or charges against Eclipsys with the Equal Employment Opportunity Commission, or with any other local, state or federal agency or court, that you will not do so at any time hereafter, and that if any such agency or court assumes jurisdiction of any complaint or charge against Eclipsys on behalf of you, you will request such agency or court to withdraw from the matter.

     SEVENTH: As a material inducement to Eclipsys to enter into the General Release and to provide you the severance benefits provided in the Employment Agreement, you hereby irrevocably and unconditionally release, acquit, and forever discharge Eclipsys, and its predecessors, successors, assigns and any persons acting by, through, under or in concert with any of them (Releasees) from any and all charges, complaints, claims, liabilities, obligations, promises or any other cause of action of any nature whatsoever, known or unknown, which you now have, own, or hold, or claim to have had, owned, or held, or which you at any time heretofore had, owned, or held against each or any of the Releasees.

Further, you expressly waive and relinquish all rights, claims and benefits afforded you by Title VII of the Civil Rights Act of 1964 (Title VII), as amended, and the Age Discrimination in Employment Act (ADEA) as amended, and do so understanding and acknowledging the

23

significance and consequence of such a waiver of rights, claims and benefits under Title VII and the ADEA (as applicable); provided, however, that this General Release does not release Eclipsys from its obligations to you as set-forth herein or in the Employment Agreement.

     EIGHTH: You are hereby informed that you have twenty-one (21) calendar days to consider the terms of this General Release and you are encouraged to discuss the terms with an attorney of your choice. The twenty-one calendar days shall expire on [DATE] and, in addition, you understand that this General Release may be revoked within seven (7) days of the signing date set forth below. In the event you do not execute this General Release or you subsequently revoke it within the seven-day period specified above, you agree that Eclipsys shall not be obligated to provide severance benefits to you under the Employment Agreement or otherwise.

     NINTH: As further consideration and material inducement for Eclipsys to enter into this Agreement, you agree not to disclose, orally or in writing, to any person, corporation, firm, business, entity, court or governmental authority (a) the terms and provisions of this Agreement including, but not limited to, the amounts paid pursuant to this Agreement; (b) any documents, files, records, or any other information related to this Agreement; or (c) the claims asserted in this case, without the prior written consent of Eclipsys or its successors or assigns. In the event that you are subpoenaed to provide testimony concerning matters that are of a confidential nature regarding Eclipsys, you agree to provide Eclipsys with prompt notice of such subpoena or request, and Eclipsys agrees that you will not be in breach of this Agreement by providing such testimony if legally required to do so, provided that you have provided prompt notice to Eclipsys as set-forth above. You also agree that you will not make any unfavorable, disparaging, or negative comment, remark or statement, whether written or oral, about Eclipsys, any of its affiliates, or any of their respective offices, directors, or employees.

     TENTH: You acknowledge that you signed one or more confidentiality agreements while at Eclipsys that govern your use of Eclipsys’ confidential, proprietary and trade secret information. You agree that after your departure from Eclipsys, you will maintain and preserve the confidentiality of such information and that, among other things, you will abide by and honor the terms of such agreements which, by their terms, remain in full force and effect following the termination of your employment with Eclipsys.

     ELEVENTH: It is the desire of the parties that if any of the provisions of this Agreement are adjudicated to be invalid or unenforceable, or if compliance with any provision is restrained pending a final determination as to its legality, such deletion or restraint will apply only to the operation of the provisions deemed invalid, unenforceable or restrained. To the extent any provision of this Agreement is deemed invalid, unenforceable or restrained, the remaining agreement provisions will be valid and enforceable to the fullest extent possible.

     TWELFTH: You represent and agree that in executing this General Release you do not rely and have not relied upon any representation or statement made by Eclipsys, or by any of

24

Eclipsys’ agents, representatives or attorneys with regard to the subject matter, bases, or effect of this General Release.

     THIRTEENTH: This General Release shall be binding upon you and upon your administrators, representatives, successors and assigns and shall inure to the benefit of Eclipsys, and to Eclipsys’ representatives, successors, and assigns.

     FOURTEENTH: This General Release is made and entered into in the State of Florida and shall in all respects be interpreted in force and governed under the laws of the State of Florida.

     FIFTEENTH: This General Release sets forth the entire Agreement between you and Eclipsys and fully supersedes any and all prior agreements or understandings between the parties pertaining to the subject matter hereof.

NOTICE TO EMPLOYEE — PLEASE READ CAREFULLY BEFORE SIGNING:

     THIS LETTER AND GENERAL RELEASE IS A LEGALLY BINDING DOCUMENT WITH IMPORTANT LEGAL CONSEQUENCES, INCLUDING A RELEASE OF ALL CLAIMS, KNOWN AND UNKNOWN. YOU ARE ENTITLED TO A PERIOD OF NOT LESS THAN TWENTY-ONE (21) CALENDAR DAYS IN WHICH TO REVIEW AND CONSIDER THIS DOCUMENT BEFORE SIGNING IT. YOU ALSO HAVE THE RIGHT TO REVOKE THIS AGREEMENT WITHIN SEVEN (7) CALENDAR DAYS AFTER SIGNING IT, BY DELIVERING WRITTEN NOTICE OF REVOCATION TO:

Mr. Mark Green
Vice President, Human Resources
Eclipsys Corporation
Human Resources Department
200 Ashford Center North
Atlanta, GA 30338

WITHIN SUCH SEVEN (7) DAY PERIOD. IT IS RECOMMENDED THAT YOU CONSULT YOUR OWN ATTORNEY BEFORE SIGNING THIS DOCUMENT. BY SIGNING BELOW YOU ACKNOWLEDGE THAT YOU HAVE READ, FULLY UNDERSTAND, AND VOLUNTARILY AGREE TO ALL OF THE PROVISIONS CONTAINED IN THIS LETTER AND GENERAL RELEASE.

25

     EXECUTED at _______________, _________ this ______ day of ________________, 200__.

I, _______________________________, hereby accept
and agree to all provisions of the above letter and
General Release.

____________________________

____________________________

Eclipsys Corporation:

Signed: _____________________________

By: ________________________________

Title: ______________________________

Date: ______________________________

PLEASE FORWARD THE SIGNED RELEASE AGREEMENT TO MARK GREEN, HUMAN RESOURCES, ECLIPSYS CORPORATION, 200 ASHFORD CENTER NORTH, ATLANTA, GA 30338

26