Careadvantage (CADV) 8-K Entry into a Material Definitive Agreement

Exhibit 10.1

BlueCross Blue Shield

of Texas

August 30, 2010

Mr. Dennis Mouras

President and CEO

CareAdvantage, Inc.

Metropolitan Corporate Center

485-C Route One South

Iselin, NJ  08830

Dear Mr. Mouras:

In accordance with Section 5.2.2, “Termination without Cause”, of the Service and License Agreement between CareAdvantage, Inc. (“CareAdvantage” or “CAI”) and Blue Cross and Blue Shield of Texas, a division of Health Care Service corporation, a Mutual Legal Reserve Company (“BCBSTX”) effective August 15, 2003 (the “Agreement”), this letter serves as ninety (90) days prior written notice of BCBSTX’s intent to terminate the Agreement effective November 30, 2010.

We would like to thank you for the services your organization has provided over the years.

Sincerely,

/s/ Cynthia A. Johnson

Cynthia A. Johnson

Vice President

Health Care Clinical Operations

CAJ:dmc