[*] CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY
BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE
COMMISSION.
EXHIBIT 10.109
AMENDMENT TO
PURCHASE AGREEMENT
Amendment to Purchase Agreement ("Amendment") effective this 15th day of
January, 2004, by and between Xxxxxx Healthcare Corporation, a Delaware
corporation, through its BioScience business unit, with offices at Xxx Xxxxxx
Xxxxxxx, Xxxxxxxxx, Xxxxxxxx 00000 (hereinafter referred to as "Baxter"), and
Coram, Inc., with offices at 0000 Xxxxxxxx, Xxxxx 000, Xxxxxx, Xxxxxxxx 00000
("Purchaser"). Baxter and Purchaser are collectively referred to hereinafter as
the "Parties".
RECITALS
WHEREAS, Baxter and Purchaser entered into a Purchase Agreement ("Agreement")
effective June 1, 2003;
WHEREAS, the Parties desire to amend the Agreement for the purpose of extending
the Term of the Agreement;
Now therefore, it is hereby agreed as follows:
1. The Term of the Agreement will be June 1, 2003 through February 15,
2004.
2. This Amendment will be effective until the expiration of the term of
the Agreement (unless further amended in accordance with the terms of
the Agreement).
3. In the event of any conflict between the Agreement and its associated
schedules and this Amendment and its associated schedules, the
provisions of this Amendment and its associated schedules shall be
controlling. Except as specifically modified herein, the terms and
conditions of the Agreement are hereby affirmed, confirmed and
ratified.
IN WITNESS WHEREOF, the Parties have caused this Amendment to be executed
by their duly authorized representatives:
PURCHASER: BAXTER:
Coram, Inc. Xxxxxx Healthcare Corporation
Through its BioScience business unit
Sales and Marketing North America region
By: /s/ Xxxxx Xxxxxx By: /s/ Xxxxxx Xxxxxx
----------------------------- ----------------------------------
Name: Xxxxx Xxxxxx Name: Xxxxxx Xxxxxx
--------------------------- --------------------------------
Title: Senior Vice President, MM Title: VP Sales
-------------------------- -------------------------------
Date: 1-20-04 Date: 1-23-04
--------------------------- --------------------------------
Page 1 of 2
EXHIBIT A TO
PURCHASE AGREEMENT
PRICING
ALPHA(1) - PROTEINASE INHIBITOR (HUMAN) ITEM DESCRIPTION PRICE/UNIT
--------------------------------------------------------------------------
Aralast 580100 25mL/0.5g vial [*]
NDC# - 00000-0000-0
--------------------------------------------------------------------------
Aralast 580200 50mL/1.0g vial [*]
NDC# - 00000-0000-0
--------------------------------------------------------------------------
Page 2 of 2
Coram Healthcare 0000 Xxxxxxxx
Xxxxx 000
Xxxxxx, Xxxxxxxx 00000
303.292.4973/800 XXXXX XX
000.000.0000 FAX
xxx.xxxxxxx.xxx
February 20, 2004
Xxxxxxx Xxxxxxxxxxxxx
National Accounts Manager
Xxxxxx Healthcare Corporation
0000 Xxxx Xxxx Xxxx
Xxxxxxxxx, Xxxxxxxx 00000
Re: Extension of Agreement
Dear Xx. Xxxxxxxxxxxxx:
The purpose of this letter is to confirm that the term of the Purchase Agreement
dated May 29, 2003, by and between Xxxxxx Healthcare Corporation ("Xxxxxx") and
Xxxxx Inc., as amended by the Second Amendment to Purchase Agreement dated
January 15, 2004 (collectively, the "Agreement"), is hereby extended through
February 29, 2004. All other term and conditions of the Agreement shall remain
unchanged.
Please acknowledge Xxxxxx'x approval of this extension by having an authorized
representative of Baxter execute this letter in the space marked below and
return it to Coram, Inc. at the address listed above.
Sincerely,
CORAM, INC.
By: /s/ Xxxxx Xxxxxx
--------------------------------------------------------------
Its: Senior Vice President, Chief Financial Officer and Treasurer
Accepted and agreed to this 24th day of February 2004:
XXXXXX HEALTHCARE CORPORATION
By: /s/ Xxxxxx Xxxxxx
--------------------------------------------------------------
Its: VP Sales
-------------------------------------------------------------