CONTENT AGREEMENT



     THIS CONTENT AGREEMENT ("Agreement") is made and entered into as of

November 1, 2002, (the "Effective Date") by and between HCA - Information

Technology & Services, Inc. ("Licensee"), a Tennessee corporation with a notice

address of 2555 Park Plaza, Nashville, TN 37203, and HealthGate Data Corp.

("HealthGate"), a Delaware corporation with a notice address of 25 Corporate

Drive, Suite 310, Burlington Massachusetts 01803.



     WHEREAS, HealthGate maintains or manages certain Content that customers may

deliver to users via various technologies, now known or hereafter developed;



     WHEREAS, HealthGate and Licensee wish to enter into an agreement providing

for the licensing of certain of HealthGate's Content and services to Licensee;



     NOW, THEREFORE, in consideration of the mutual promises set forth herein

and other good and valuable consideration, the receipt and sufficiency of which

are hereby acknowledged, the parties hereto agree as follows:



1.   DEFINITIONS.



     The following terms shall have the following meanings:



     1.1.    "Affiliates" as applied to any particular entity, is defined as

             those entities, businesses, facilities, and enterprises, that are

             controlled by, controlling, or under common control with a stated

             entity, including, without limitation, all parent corporations and

             their respective subsidiaries and affiliates, joint ventures,

             partnerships, limited liability companies and partnerships,

             together with any and all entities and businesses to which any of

             the above described entities provide management services or

             purchasing services, (hereinafter referred to collectively together

             with IT&S as the "Enterprise"). "Control" as used herein means

             control through ownership of more than a majority interest in an

             entity, or control by contract.



     1.2.    "Authorized Users" shall mean (i) Licensee, (ii) Affiliates,

             (iii)  any  Participant,  (iv)  or  person  who has  access  to the

             Licensed   Content  through  the  Licensee's   website  under  this

             Agreement.



     1.3.    "Content" shall mean text, images, video, audio (including, without

             limitation, music used in time relation with text, images or

             video), and other data, information, materials, documentation,

             features, products, services, promotion, links, pointers or

             technology.



     1.4.    "Content Repository" shall mean the data files, data file indices,

             descriptive data feeds (including, without limitation, HTML and XML

             data feeds) that hold the Licensed Content on HealthGate's computer

             hardware.



     1.5.    "Expiration Date" shall mean October 31, 2004.



     1.6.    "GAO" shall mean the Government Accounting Office.



     1.7.    "HHS" shall mean the Department of Health and Human Services.



     1.8.    "HealthGate Trademarks" shall mean HealthGate's name, logos,

             trademarks, servicemarks, and trade dress created or used by

             HealthGate.



                                  Page 1 of 16

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     1.9.    "Participant(s)" shall be defined as member(s) of HPG who have

             entered into a written agreement with HPG that permits Participants

             to purchase products and services from various vendors having

             purchasing agreements with HPG ("Participation Agreement").



     1.10.   "Information Partners" shall mean those entities that have licensed

             HealthGate certain information or content included in the Licensed

             Content.



     1.11.   "Licensed Content" shall mean the Content set forth on SCHEDULE A

             and all related Documentation.



     1.12.   "Licensee Trademarks" shall mean Licensee's name, logos,

             trademarks, service marks, and trade dress created or used by

             Licensee.



     1.13.   "Licensee" is defined to include HCA - Information Technology &

             Services Inc ("IT&S") as well as those entities, businesses,

             facilities, and enterprises (however and in whatever manner

             conducted) that are controlled by, controlling, or under common

             control with IT&S, including, without limitation, all parent

             corporations and their respective subsidiaries and affiliates,

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