Common use of Authorized Wholesalers Clause in Contracts

Authorized Wholesalers. Only Products purchased from Authorized Wholesalers or directly from Amgen pursuant to this Section 2.3 shall be eligible for the pricing, discounts and/or rebates granted pursuant to this Agreement. Dialysis Center shall have the right to remove wholesalers from the list of Authorized Wholesalers by thirty (30) days prior written notice to Amgen, and shall have the right to add wholesalers to the list of Authorized Wholesalers by thirty (30) days notice to Amgen upon Xxxxx’s approval, which approval shall not be unreasonably withheld or delayed. Amgen shall have the right, in its reasonable discretion, to add wholesalers to the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Center. Additionally, Amgen shall have the right, in its reasonable discretion to remove wholesalers from the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Center, so long as (a) Amgen rejects or terminates such wholesaler with respect to providing Products to any and all purchasers of Products, or (b) such wholesaler independently requests Amgen to remove it as an Authorized Wholesaler for Dialysis Center. In the event Amgen terminates any Authorized Wholesaler from which Dialysis Center is purchasing Products, Amgen shall work with Dialysis Center to transition Dialysis Center’s purchasing to an Authorized Wholesaler and shall use reasonable efforts to establish a direct purchasing relationship in any interim period between the removal of the removed Authorized Wholesaler and the initiation of purchases from a new Authorized Wholesaler, if no alternative Authorized Wholesaler exists at such time, which) in no event shall exceed sixty

Authorized Wholesalers. Only Products purchased from Authorized Wholesalers or directly from Amgen pursuant to this Section 2.3 shall be eligible for Attached hereto as Appendix C is a complete list, as of the pricing, discounts and/or rebates granted pursuant to date of execution of this Agreement. , of the wholesalers from which Dialysis Center shall have intends to purchase Products. All of the right wholesalers so designated by Dialysis Center are hereby approved by Amgen to remove wholesalers from the list participate in this program and are deemed “Authorized Wholesalers”. Notification of Authorized Wholesalers by thirty (30) days prior written notice to Amgen, and shall have the right to add wholesalers proposed changes to the list of Authorized Wholesalers by must be provided to Amgen in writing at least thirty (30) days notice before the effective date of the proposed change; provided, however, that Amgen will use its best efforts to Amgen upon Xxxxx’s approval, which approval shall not be unreasonably withheld or delayedaccept a change on fewer than thirty (30) days’ notice. Amgen shall have reserves the right, in its reasonable discretion, to add wholesalers reject or terminate, with reasonable notice, any wholesaler with regard to the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Center. Additionally, Amgen shall have the right, participation in its reasonable discretion to remove wholesalers from the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Centerthis Agreement, so long as (a) Amgen rejects or terminates such wholesaler with respect to providing Products to any and all purchasers of Products, or (b) such wholesaler independently requests Amgen to remove it as an Authorized Wholesaler for Dialysis Center. Amgen also reserves the right, in its reasonable discretion, to accept wholesalers with regards to participation in this Agreement, but Amgen agrees that it shall accept any wholesaler designated by Dialysis Center which provides Products to other purchasers approved by Amgen. Dialysis Center agrees to request all Authorized Wholesalers to submit product sales information to a third-party sales reporting organization designated by Amgen. In the event Amgen terminates any Authorized Wholesaler from which Dialysis Center is purchasing Products, Amgen shall will work with Dialysis Center to transition identify other possible Authorized Wholesalers from which Dialysis Center’s purchasing Center may purchase Products and/or, in the case of an emergency and subject to credit qualification as well as receipt and approval of an Authorized Wholesaler and shall “Application for Direct Ship Account”, use reasonable efforts in attempting to establish a temporary direct purchasing purchase relationship in any interim period between the removal of the removed Authorized Wholesaler Dialysis Center and the initiation of purchases from a new Authorized Wholesaler, if no Amgen until such time as an alternative Authorized Wholesaler exists at such timecan be secured, which) which in no event shall exceed sixtysixty (60) days. If Dialysis Center purchases directly from Amgen as contemplated immediately above, all purchases made from Amgen shall be deemed “Qualified Purchases” (as defined below) and all such purchases shall be accounted for in the calculation of the discounts and incentives provided for in this Agreement and in Appendix A.

Authorized Wholesalers. Only Products Product purchased from Authorized Wholesalers or directly from Amgen pursuant to this Section 2.3 shall be eligible for the pricing, discounts and/or rebates granted pursuant to this Agreement. Dialysis Center shall have the right to remove wholesalers from the list of Authorized Wholesalers by thirty (30) [DELETED] days prior written notice to Amgen, and shall have the right to add wholesalers to the list of Authorized Wholesalers by thirty (30) [DELETED] days notice to Amgen upon Xxxxx’s approval, which approval shall not be unreasonably withheld or delayed. Amgen shall have the right, in its reasonable discretion, to add wholesalers to the list of Authorized Wholesalers by thirty (30) [DELETED] days prior written notice to Dialysis Center. Additionally, Amgen shall have the right, in its reasonable discretion discretion, to remove wholesalers from the list of Authorized Wholesalers by thirty (30) [DELETED] days prior written notice to Dialysis Center, so long as (a) Amgen rejects or terminates such wholesaler with respect to providing Products the Product to any and all purchasers of Productsthe Product, or (b) such wholesaler independently requests Amgen to remove it as an Authorized Wholesaler for Dialysis Center. In the event Amgen terminates any Authorized Wholesaler from which any Dialysis Center is Purchasers are purchasing Productsthe Product, Amgen shall work with Dialysis Center to transition the Dialysis Center’s Center Purchasers purchasing to an Authorized Wholesaler and shall use reasonable efforts to establish a direct purchasing relationship in any interim period period, which in no event shall exceed [DELETED] days, between the removal of the removed Authorized Wholesaler and the initiation of purchases from a new Authorized Wholesaler, if no alternative Authorized Wholesaler exists at such time. Any such direct purchasing relationship shall be subject to credit qualification and the approval by Amgen of an application for direct ship account. If Dialysis Center Purchasers purchase directly from Amgen as contemplated immediately above, which) all purchases made from Amgen shall be deemed “Qualified Gross Purchases” and all such purchases shall be eligible for all of the discounts and/or rebates provided for in no event shall exceed sixtythis Agreement and Exhibit A.

Authorized Wholesalers. Only Products purchased from Prior to the Term Start Date, Dialysis Center shall select one or more Authorized Wholesalers or directly from the Authorized Wholesaler list prepared by Amgen pursuant and set forth on Exhibit B (as such list may be amended from time to time as provided in this Section 2.3 Agreement, the “Authorized Wholesaler List”), and only such selected Authorized Wholesalers shall be eligible Authorized Wholesalers for the pricing, discounts and/or rebates granted pursuant to purposes of this Agreement. From and after the Term Start Date, Dialysis Center shall have the right to remove wholesalers from the list change its selection of Authorized Wholesalers by thirty from the Authorized Wholesaler List with ninety (3090) days prior written notice to Amgen. Dialysis Center may request Amgen to add wholesalers to the Authorized Wholesaler List, and Amgen, at its sole discretion, shall have the right to determine whether to approve of such addition to the Authorized Wholesaler List. Amgen shall have the right to add wholesalers to the list of Authorized Wholesalers by thirty (30) days notice to Amgen upon Xxxxx’s approval, which approval shall not be unreasonably withheld or delayed. Amgen shall have the right, in its reasonable discretion, to add wholesalers to the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Center. Additionally, Amgen shall have the right, in its reasonable discretion to remove wholesalers from the list Authorized Wholesaler List set forth on Exhibit B in the exercise of Authorized Wholesalers its commercially reasonable discretion by thirty ninety (3090) days prior written notice to Dialysis Center, so long as provided, that, for any removal, (a) Amgen rejects or terminates removes such wholesaler Authorized Wholesaler with respect to providing Products Amgen ESAs to any and all purchasers of ProductsAmgen ESAs for free standing dialysis clinics, or (b) such wholesaler independently Authorized Wholesaler requests Amgen to remove it as an Authorized Wholesaler for Dialysis CenterCenter Purchasers. In the event Amgen terminates of any removal of an Authorized Wholesaler from which Dialysis Center is purchasing Productsthe Authorized Wholesaler List by Amgen, Amgen shall work with Dialysis Center to transition the Dialysis Center’s purchasing Center Purchasers’ purchases of Amgen ESAs to an alternative Authorized Wholesaler, and if no alternative Authorized Wholesaler and exists at such time, the Parties shall use reasonable efforts to establish a direct purchasing relationship in any interim period between the removal of the removed Authorized Wholesaler and the initiation of purchases from a new Authorized Wholesaler, if no alternative Authorized Wholesaler exists at such time, which) in no event . Any such direct purchasing relationship shall exceed sixtybe subject to credit qualification and the approval by Amgen of an application for direct ship account. If the Dialysis Center Purchasers purchase Amgen ESAs

Authorized Wholesalers. Only Products purchased from Prior to the Term Start Date, Dialysis Center shall select one or more Authorized Wholesalers or directly from the Authorized Wholesaler list prepared by Amgen pursuant and set forth on Exhibit B (as such list may be amended from time to time as provided in this Section 2.3 Agreement, the “Authorized Wholesaler List”), and only such selected Authorized Wholesalers shall be eligible Authorized Wholesalers for the pricing, discounts and/or rebates granted pursuant to purposes of this Agreement. From and after the Term Start Date, Dialysis Center shall have the right to remove wholesalers from the list change its selection of Authorized Wholesalers by thirty from the Authorized Wholesaler List with ninety (3090) days prior written notice to Amgen. Dialysis Center may request Amgen to add wholesalers to the Authorized Wholesaler List, and Amgen, at its sole discretion, shall have the right to determine whether to approve of such addition to the Authorized Wholesaler List. Amgen shall have the right to add wholesalers to the list of Authorized Wholesalers by thirty (30) days notice to Amgen upon Xxxxx’s approval, which approval shall not be unreasonably withheld or delayed. Amgen shall have the right, in its reasonable discretion, to add wholesalers to the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Center. Additionally, Amgen shall have the right, in its reasonable discretion to remove wholesalers from the list Authorized Wholesaler List set forth on Exhibit B in the exercise of Authorized Wholesalers its commercially reasonable discretion by thirty ninety (3090) days prior written notice to Dialysis Center, so long as provided, that, for any removal, (a) Amgen rejects or terminates removes such wholesaler Authorized Wholesaler with respect to providing Products Amgen ESAs to any and all purchasers of ProductsAmgen ESAs for free standing dialysis clinics, or (b) such wholesaler independently Authorized Wholesaler requests Amgen to remove it as an Authorized Wholesaler for Dialysis CenterCenter Purchasers. In the event Amgen terminates of any removal of an Authorized Wholesaler from which Dialysis Center is purchasing Productsthe Authorized Wholesaler List by Amgen, Amgen shall work with Dialysis Center to transition the Dialysis Center’s purchasing Center Purchasers’ purchases of Amgen ESAs to an alternative Authorized Wholesaler, and if no alternative Authorized Wholesaler and exists at such time, the Parties shall use reasonable efforts to establish a direct purchasing relationship in any interim period between the removal of the removed Authorized Wholesaler and the initiation of purchases from a new Authorized Wholesaler, if no alternative AMENDMENT NO. 1 TO AGREEMENT NO. 00135085 BETWEEN AMGEN USA INC. AND DAVITA INC. Authorized Wholesaler exists at such time. Any such direct purchasing relationship shall be subject to credit qualification and the approval by Amgen of an application for direct ship account. If the Dialysis Center Purchasers purchase Amgen ESAs directly from Amgen as contemplated in this Section 3.6, which) in no event all purchases of Amgen ESAs made from Amgen by such Dialysis Center Purchasers shall exceed sixtybe deemed Qualified Gross Purchases of Amgen ESAs and eligible for the Discounts.

Authorized Wholesalers. Only Products purchased Attached hereto as Appendix C is a complete list, as of the date of execution of this Amendment, of the wholesalers from Authorized Wholesalers or directly from Amgen pursuant to this Section 2.3 shall be eligible for the pricing, discounts and/or rebates granted pursuant to this Agreement. which Dialysis Center shall have intends to purchase Products. All of the right wholesalers so designated by Dialysis Center are hereby approved by Amgen to remove wholesalers from the list participate in this program and are deemed “Authorized Wholesalers”. Notification of Authorized Wholesalers by thirty (30) days prior written notice to Amgen, and shall have the right to add wholesalers proposed changes to the list of Authorized Wholesalers by must be provided to Amgen in writing at least thirty (30) days notice before the effective date of the proposed change; provided, however, that Amgen will use its best efforts to Amgen upon Xxxxx’s approval, which approval shall not be unreasonably withheld or delayedaccept a change on fewer than thirty (30) days’ notice. Amgen shall have reserves the right, in its reasonable discretion, to add wholesalers reject or terminate, with reasonable notice, any wholesaler with regard to the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Center. Additionally, Amgen shall have the right, participation in its reasonable discretion to remove wholesalers from the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Centerthis Agreement, so long as (a) Amgen rejects or terminates such wholesaler with respect to providing Products to any and all purchasers of Products, or (b) such wholesaler independently requests Amgen to remove it as an Authorized Wholesaler for Dialysis Center. Amgen also reserves the right, in its reasonable discretion, to accept wholesalers with regards to participation in this Agreement, but Amgen agrees that it shall accept any wholesaler designated by Dialysis Center which provides Products to other purchasers approved by Amgen. Dialysis Center agrees to request all Authorized Wholesalers to submit product sales information to a third-party sales reporting organization designated by Amgen. In the event Amgen terminates any Authorized Wholesaler from which Dialysis Center is purchasing Products, Amgen shall will work with Dialysis Center to transition identify other possible Authorized Wholesalers from which Dialysis Center’s purchasing Center may purchase Products and/or, in the case of an emergency and subject to credit qualification as well as receipt and approval of an Authorized Wholesaler and shall “Application for Direct Ship Account”, use reasonable efforts in attempting to establish a temporary direct purchasing purchase relationship in any interim period between the removal of the removed Authorized Wholesaler Dialysis Center and the initiation of purchases from a new Authorized Wholesaler, if no Amgen until such time as an alternative Authorized Wholesaler exists at such timecan be secured, which) which in no event shall exceed sixtysixty (60) days. If Dialysis Center purchases directly from Amgen as contemplated immediately above, all purchases made from Amgen shall be deemed “Qualified Purchases” (as defined below) and all such purchases shall be accounted for in the calculation of the discounts and incentives provided for in this Agreement and in Appendix A. Amendment #1 dated December 31, 2002 to Agreement No. 20010259 (continued)

Authorized Wholesalers. Only Products purchased Dialysis Center must provide Amgen with a complete list of its current wholesalers, from whom Dialysis Center intends to purchase EPOGEN(R), and must provide the list to Amgen on or before the date this Agreement is executed by Dialysis Center's corporate headquarters. The list must include the name and complete address of each designated wholesaler. Wholesalers designated by Dialysis Center and approved by Amgen to participate in this program will be deemed "Authorized Wholesalers". A current listing of Dialysis Center's Authorized Wholesalers or directly from Amgen pursuant to this Section 2.3 shall be eligible for the pricing, discounts and/or rebates granted pursuant to this Agreement. Dialysis Center shall have the right to remove wholesalers from the list is referenced in Appendix B. Notification of Authorized Wholesalers by thirty (30) days prior written notice to Amgen, and shall have the right to add wholesalers proposed changes to the list of Authorized Wholesalers by thirty (30) days notice must be provided to Amgen upon Xxxxx’s approval, which approval shall not be unreasonably withheld or delayedin writing at least 30 days before the effective date of the proposed change. Amgen shall have reserves the rightright to accept, in its reasonable discretionreject, to add wholesalers to the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Center. Additionally, Amgen shall have the right, in its reasonable discretion to remove wholesalers from the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Center, so long as (a) Amgen rejects or terminates such immediately terminate any wholesaler with respect regard to providing Products to any and all purchasers of Products, or (b) such wholesaler independently requests Amgen to remove it as an Authorized Wholesaler for Dialysis Centerparticipation in this Agreement. In the event Amgen terminates any Authorized Wholesaler from which Dialysis Center is purchasing ProductsEPOGEN(R), Amgen shall will work with Dialysis Center to transition identify other possible Authorized Wholesalers from which Dialysis Center’s purchasing to Center may purchase EPOGEN(R), and/or arrange a temporary direct purchase relationship between Dialysis Center and Amgen until such time as an Authorized Wholesaler and shall use reasonable efforts to establish a direct purchasing relationship in any interim period between the removal of the removed Authorized Wholesaler and the initiation of purchases from a new Authorized Wholesaler, if no alternative Authorized Wholesaler exists at such timecan be secured by Dialysis Center. If Dialysis Center purchases directly from Amgen as contemplated above, which) in no event Amgen shall exceed sixtybe deemed an authorized Wholesaler for purposes of this Agreement. Dialysis Center agrees to require all Authorized Wholesalers to submit product sales information directly to Amgen and to a third-party sales reporting organization designated by Amgen.

Authorized Wholesalers. Only Products Product purchased from Authorized Wholesalers or directly from Amgen pursuant to this Section 2.3 shall be eligible for the pricing, discounts and/or rebates granted pursuant to this Agreement. Dialysis Center shall have the right to remove wholesalers from the list of Authorized Wholesalers by thirty (30) days prior written notice to Amgen, and shall have the right to add wholesalers to the list of Authorized Wholesalers by thirty (30) days notice to Amgen upon Xxxxx’s approval, which approval shall not be unreasonably withheld or delayed. Amgen shall have the right, in its reasonable discretion, to add wholesalers to the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Center. Additionally, Amgen shall have the right, in its reasonable discretion discretion, to remove wholesalers from the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Center, so long as (a) Amgen rejects or terminates such wholesaler with respect to providing Products the Product to any and all purchasers of Productsthe Product, or (b) such wholesaler independently requests Amgen to remove it as an Authorized Wholesaler for Dialysis Center. In the event Amgen terminates any Authorized Wholesaler from which any Dialysis Center is Purchasers are purchasing Productsthe Product, Amgen shall work with Dialysis Center to transition the Dialysis Center’s Center Purchasers purchasing to an Authorized Wholesaler and shall use reasonable efforts to establish a direct purchasing relationship in any interim period period, which in no event shall exceed sixty (60) days, between the removal of the removed Authorized Wholesaler and the initiation of purchases from a new Authorized Wholesaler, if no alternative Authorized Wholesaler exists at such time. Any such direct purchasing relationship shall be subject to credit qualification and the approval by Amgen of an application for direct ship account. If Dialysis Center Purchasers purchase directly from Amgen as contemplated immediately above, which) all purchases made from Amgen shall be deemed “Qualified Gross Purchases” and all such purchases shall be eligible for all of the discounts and/or rebates provided for in no event shall exceed sixtythis Agreement and Exhibit A.

Authorized Wholesalers. Only Products purchased Dialysis Center must provide Amgen with a complete list of its current wholesalers, from whom Dialysis Center intends to purchase EPOGEN(R), and must provide the list to Amgen no less than fifteen (15) business days before the Commencement Date. The list must include the name and complete address of each designated wholesaler. Wholesalers designated by Dialysis Center and approved by Amgen to participate in this program will be deemed "Authorized Wholesalers". A current listing of Dialysis Center's Authorized Wholesalers or directly from Amgen pursuant to this Section 2.3 shall be eligible for the pricing, discounts and/or rebates granted pursuant to this Agreement. Dialysis Center shall have the right to remove wholesalers from the list is referenced in Appendix C. Notification of Authorized Wholesalers by thirty (30) days prior written notice to Amgen, and shall have the right to add wholesalers proposed changes to the list of Authorized Wholesalers by thirty (30) days notice must be provided to Amgen upon Xxxxx’s approvalin writing at least 30 days before the effective date of the proposed change; provided, which approval shall not be unreasonably withheld or delayedhowever, that Amgen will use its best efforts to accept a change in fewer than 30 days' notice. Amgen shall have reserves the right, in its reasonable discretion, to add wholesalers reject or terminate, with reasonable notice, any wholesaler with regard to the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Center. Additionally, Amgen shall have the right, participation in its reasonable discretion to remove wholesalers from the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Centerthis Agreement, so long as (a) Amgen rejects or terminates such wholesaler with respect to providing Products EPOGEN(R) to any and all purchasers of ProductsEPOGEN(R), or (b) such wholesaler independently requests Amgen to remove it as an Authorized Wholesaler for Dialysis Center. Amgen also reserves the right, in its reasonable discretion, to accept wholesalers with regards to participation in this Agreement, but Amgen agrees that it shall accept any Wholesaler designated by Dialysis Center which provides EPOGEN(R) to other purchasers approved by Amgen. Dialysis Center agrees to request all Authorized Wholesalers to submit product sales information to a third-party sales reporting organization designated by Amgen. In the event Amgen terminates any Authorized Wholesaler from which Dialysis Center is purchasing ProductsEPOGEN(R), Amgen shall will work with Dialysis Center to transition identify other possible Authorized Wholesalers from which Dialysis Center’s purchasing Center may purchase EPOGEN(R) [DELETED]. Amendment #3 to an Authorized Wholesaler and shall use reasonable efforts to establish a direct purchasing relationship in any interim period between the removal of the removed Authorized Wholesaler and the initiation of purchases from a new Authorized Wholesaler, if no alternative Authorized Wholesaler exists at such time, whichAgreement No. 19990110 (Continued) in no event shall exceed sixty--------------------------------------------------------------------------------

Authorized Wholesalers. Only Products purchased Dialysis Center must provide Amgen with a complete list of its current wholesalers, from whom Dialysis Center intends to purchase EPOGEN(R), and must provide the list to Amgen on or before the date this Agreement is executed by Dialysis Center's corporate headquarters. The list must include the name and complete address of each designated wholesaler. Wholesalers designated by Dialysis Center and approved by Amgen to participate in this program will be deemed "Authorized Wholesalers". A current listing of Dialysis Center's Authorized Wholesalers or directly from Amgen pursuant to this Section 2.3 shall be eligible for the pricing, discounts and/or rebates granted pursuant to this Agreement. Dialysis Center shall have the right to remove wholesalers from the list is referenced in Appendix B. Notification of Authorized Wholesalers by thirty (30) days prior written notice to Amgen, and shall have the right to add wholesalers proposed changes to the list of Authorized Wholesalers by thirty (30) days notice must be provided to Amgen upon Xxxxx’s approvalin writing at least 30 days before the effective date of the proposed change; provided, which approval shall not be unreasonably withheld or delayedhowever, that Amgen will use its best efforts to accept a change on fewer than 30 days' notice. Amgen shall have reserves the right, in its reasonable discretion, to add wholesalers reject or terminate, with reasonable notice, any wholesaler with regard to the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Center. Additionally, Amgen shall have the right, participation in its reasonable discretion to remove wholesalers from the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Centerthis Agreement, so long as (a) Amgen rejects or terminates such wholesaler with respect to providing Products EPOGEN(R) to any and all purchasers of ProductsEPOGEN(R), or (b) such wholesaler independently requests Amgen to remove it as an Authorized Wholesaler for Dialysis Center. In Amgen also reserves the event right, in its reasonable discretion, to accept wholesalers with regards to participation in this Agreement, but Amgen terminates agrees that it shall accept any Authorized Wholesaler from which designated by Dialysis Center is purchasing Products, Amgen shall work with which provides EPOGEN(R) to other purchasers approved by Amgen. Dialysis Center agrees to transition Dialysis Center’s purchasing request all Authorized Wholesalers to an Authorized Wholesaler and shall use reasonable efforts submit product sales information to establish a direct purchasing relationship in any interim period between the removal of the removed Authorized Wholesaler and the initiation of purchases from a new Authorized Wholesaler, if no alternative Authorized Wholesaler exists at such time, whichthird-party sales reporting organization designated by Amgen. Amendment #2 to Agreement No. 19990110 (Continued) in no event shall exceed sixty--------------------------------------------------------------------------------

Authorized Wholesalers. Only Products purchased from Authorized Wholesalers or directly from Amgen pursuant to this Section 2.3 shall be eligible for Attached hereto as Appendix C is a complete list, as of the pricing, discounts and/or rebates granted pursuant to date of execution of this Agreement. , of the wholesalers from which Dialysis Center shall have intends to purchase EPOGEN®. All of the right wholesalers so designated by Dialysis Center are hereby approved by Amgen to remove wholesalers from the list participate in this program and are deemed “Authorized Wholesalers”. Notification of Authorized Wholesalers by thirty (30) days prior written notice to Amgen, and shall have the right to add wholesalers proposed changes to the list of Authorized Wholesalers by thirty (30) days notice must be provided to Amgen upon Xxxxx’s approvalin writing at least 30 days before the effective date of the proposed change; provided, which approval shall not be unreasonably withheld or delayedhowever, that Amgen will use its best efforts to accept a change on fewer than 30 days’ notice. Amgen shall have reserves the right, in its reasonable discretion, to add wholesalers reject or terminate, with reasonable notice, any wholesaler with regard to the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Center. Additionally, Amgen shall have the right, participation in its reasonable discretion to remove wholesalers from the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Centerthis Agreement, so long as (a) Amgen rejects or terminates such wholesaler with respect to providing Products EPOGEN® to any and all purchasers of ProductsEPOGEN®, or (b) such wholesaler independently requests Amgen to remove it as an Authorized Wholesaler for Dialysis Center. Amgen also reserves the right, in its reasonable discretion, to accept wholesalers with regards to participation in this Agreement, but Amgen agrees that it shall accept any wholesaler designated by Dialysis Center which provides EPOGEN® to other purchasers approved by Amgen. Dialysis Center agrees to request all Authorized Wholesalers to submit product sales information to a third-party sales reporting organization designated by Amgen. In the event Amgen terminates any Authorized Wholesaler from which Dialysis Center is purchasing ProductsEPOGEN®, Amgen shall will work with Dialysis Center to transition identify other possible Authorized Wholesalers from which Dialysis Center’s purchasing to an Authorized Wholesaler and shall use reasonable efforts to establish a direct purchasing relationship in any interim period between the removal of the removed Authorized Wholesaler and the initiation of purchases from a new Authorized Wholesaler, if no alternative Authorized Wholesaler exists at such time, which) in no event shall exceed sixtyCenter may purchase EPOGEN® [DELETE].

Authorized Wholesalers. Only Products purchased from Authorized Wholesalers or directly from Amgen pursuant to this Section 2.3 shall be eligible for Attached hereto as Appendix C is a complete list, as of the pricing, discounts and/or rebates granted pursuant to date of execution of this Agreement. , of the wholesalers from which Dialysis Center shall have intends to purchase Products. All of the right wholesalers so designated by Dialysis Center are hereby approved by Amgen to remove wholesalers from the list participate in this program and are deemed “Authorized Wholesalers”. Notification of Authorized Wholesalers by thirty (30) days prior written notice to Amgen, and shall have the right to add wholesalers proposed changes to the list of Authorized Wholesalers by must be provided to Amgen in writing at least thirty (30) days notice before the effective date of the proposed change; provided, however, that Amgen will use its best efforts to Amgen upon Xxxxx’s approval, which approval shall not be unreasonably withheld or delayedaccept a change on fewer than thirty (30) days’ notice. Amgen shall have reserves the right, in its reasonable discretion, to add wholesalers reject or terminate, with [DELETED] = Portions of this exhibit are subject to a request for confidential treatment and have been redacted and filed separately with the list of Authorized Wholesalers by thirty Securities and Exchange Commission. Agreement No. 200308360 (30Continued) days prior written notice reasonable notice, any wholesaler with regard to Dialysis Center. Additionally, Amgen shall have the right, participation in its reasonable discretion to remove wholesalers from the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Centerthis Agreement, so long as (a) Amgen rejects or terminates such wholesaler with respect to providing Products to any and all purchasers of Products, or (b) such wholesaler independently requests Amgen to remove it as an Authorized Wholesaler for Dialysis Center. Amgen also reserves the right, in its reasonable discretion, to accept wholesalers with regards to participation in this Agreement, but Amgen agrees that it shall accept any wholesaler designated by Dialysis Center which provides Products to other purchasers approved by Amgen. Dialysis Center agrees to request all Authorized Wholesalers to submit product sales information to a third-party sales reporting organization designated by Amgen. In the event Amgen terminates any Authorized Wholesaler from which Dialysis Center is purchasing Products, Amgen shall will work with Dialysis Center to transition identify other possible Authorized Wholesalers from which Dialysis Center’s purchasing Center may purchase Products and/or, in the case of an emergency and subject to credit qualification as well as receipt and approval of an Authorized Wholesaler and shall “Application for Direct Ship Account”, use reasonable efforts in attempting to establish a temporary direct purchasing purchase relationship in any interim period between the removal of the removed Authorized Wholesaler Dialysis Center and the initiation of purchases from a new Authorized Wholesaler, if no Amgen until such time as an alternative Authorized Wholesaler exists at such timecan be secured, which) which in no event shall exceed sixtysixty (60) days. If Dialysis Center purchases directly from Amgen as contemplated immediately above, all purchases made from Amgen shall be deemed “Qualified Purchases” (as defined below) and all such purchases shall be accounted for in the calculation of the discounts and incentives provided for in this Agreement and in Appendix A.

Authorized Wholesalers. Only Products purchased Dialysis Center must provide Amgen with a complete list of its current wholesalers, from whom Dialysis Center intends to purchase EPOGEN(R), and must provide the list to Amgen on or before the date this Agreement is executed by Dialysis Center's corporate headquarters. The list must include the name and complete address of each designated wholesaler. Wholesalers designated by Dialysis Center and approved by Amgen to participate in this program will be deemed "Authorized Wholesalers". A current listing of Dialysis Center's Authorized Wholesalers or directly from Amgen pursuant to this Section 2.3 shall be eligible for the pricing, discounts and/or rebates granted pursuant to this Agreement. Dialysis Center shall have the right to remove wholesalers from the list is referenced in Appendix B. Notification of Authorized Wholesalers by thirty (30) days prior written notice to Amgen, and shall have the right to add wholesalers proposed changes to the list of Authorized Wholesalers by thirty (30) days notice must be provided to Amgen upon Xxxxx’s approvalin writing at least 30 days before the effective date of the proposed change; provided, which approval shall not be unreasonably withheld or delayedhowever, that Amgen will use its best efforts to accept a change on fewer than 30 days' notice. Amgen shall have reserves the right, in its reasonable discretion, to add wholesalers reject or terminate, with reasonable notice, any wholesaler with regard to the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Center. Additionally, Amgen shall have the right, participation in its reasonable discretion to remove wholesalers from the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Centerthis Agreement, so long as (a) Amgen rejects or terminates such wholesaler with respect to providing Products EPOGEN(R) to any and all purchasers of ProductsEPOGEN(R), or (b) such wholesaler independently requests Amgen to remove it as an Authorized Wholesaler for Dialysis Center. In Amgen also reserves the event right, in its reasonable discretion, to accept wholesalers with regards to participation in this Agreement, but Amgen terminates agrees that it shall accept any Authorized Wholesaler from which designated by Dialysis Center is purchasing Products, Amgen shall work with which provides EPOGEN(R) to other purchasers approved by Amgen. Dialysis Center agrees to transition Dialysis Center’s purchasing request all Authorized Wholesalers to an Authorized Wholesaler and shall use reasonable efforts submit product sales information to establish a direct purchasing relationship in any interim period between the removal of the removed Authorized Wholesaler and the initiation of purchases from a new Authorized Wholesaler, if no alternative Authorized Wholesaler exists at such time, which) in no event shall exceed sixtythird-party sales reporting organization designated by Amgen.

Authorized Wholesalers. Only Products purchased from Authorized Wholesalers or directly from Amgen pursuant to this Section 2.3 shall be eligible for the pricing, discounts discounts, rebates and/or rebates incentives granted pursuant to this Agreement. Dialysis Center shall have the right to remove wholesalers from the list of Authorized Wholesalers by thirty (30) days prior written notice to Amgen, and shall have the right to add wholesalers to the list of Authorized Wholesalers by thirty (30) days notice to Amgen upon XxxxxAmgen’s approval, which approval shall not be unreasonably withheld or delayed. Amgen shall have the right, in its reasonable discretion, to add wholesalers to the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Center. Additionally, Amgen shall have the right, in its reasonable discretion to remove wholesalers from the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Center, so long as (a) Amgen rejects or terminates such wholesaler with respect to providing Products to any and all purchasers of Products, or (b) such wholesaler independently requests Amgen to remove it as an Authorized Wholesaler for Dialysis Center. In the event Amgen terminates any Authorized Wholesaler from which Dialysis Center is purchasing Products, Amgen shall work with Dialysis Center to transition Dialysis Center’s purchasing to an Authorized Wholesaler and shall use reasonable efforts to establish a direct purchasing relationship in any interim period between the removal of the removed Authorized Wholesaler and the initiation of purchases from a new Authorized Wholesaler, if no alternative Authorized Wholesaler exists at such time, which) which in no event shall exceed sixtysixty (60) days. Any such relationship shall be subject to credit qualification and the approval by Amgen of an application for direct ship account. If Dialysis Center purchases directly from Amgen as contemplated immediately above, all purchases made from Amgen shall be deemed “Qualified Gross Purchases” and “Qualified [DELETED] Purchases” and all such purchases shall be eligible for all of the discounts, rebates and/or incentives provided for in this Agreement and Exhibit 3.1.

Authorized Wholesalers. Only Products purchased from Authorized Wholesalers or directly from Amgen pursuant to this Section 2.3 shall be eligible for the pricing, discounts and/or and rebates granted offered pursuant to this Agreement. Dialysis Center FMCH shall have the right to remove wholesalers from the list of Authorized Wholesalers by thirty (30) days prior written notice to Amgen, and shall have the right to add wholesalers to the list of Authorized Wholesalers by thirty (30) days notice to Amgen upon XxxxxAmgen’s approval, which approval shall not be unreasonably conditioned, withheld or delayed. Amgen shall have the right, in its reasonable discretion, right to add or remove wholesalers to in the list exercise of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Center. Additionally, Amgen shall have the right, in its commercially reasonable discretion to remove wholesalers from the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis CenterFMCH, so long as provided (a) Amgen rejects or terminates removes such wholesaler with respect to providing Products to any and all purchasers of Products, or (b) such wholesaler independently requests Amgen to remove it as an Authorized Wholesaler for Dialysis CenterFMCH. In the event Amgen terminates of any Authorized Wholesaler from which Dialysis Center is purchasing Productssuch removal by Amgen, Amgen shall work with Dialysis Center FMCH to transition Dialysis CenterFMCH’s purchasing to an alternative Authorized Wholesaler and shall use reasonable efforts to establish a direct purchasing relationship in any interim period between the removal of the removed Authorized Wholesaler and the initiation of purchases from a new Authorized Wholesaler, if no alternative Authorized Wholesaler exists at such time, which) in no event . Any such relationship shall exceed sixtybe subject to credit qualification and the approval by Amgen of an application for direct ship account.

Authorized Wholesalers. Only Products purchased from Authorized Wholesalers or directly from Amgen pursuant to this Section 2.3 shall be eligible for the pricing, discounts and/or and rebates granted pursuant to this Agreement. Dialysis Center shall have the right to remove wholesalers from the list of Authorized Wholesalers by thirty (30) days prior written notice to Amgen, and shall have the right to add wholesalers to the list of Authorized Wholesalers by thirty (30) days notice to Amgen upon Xxxxx’s Amgen's approval, which approval shall not be unreasonably withheld or delayedxx xxlayed. Amgen shall have the right, in its reasonable discretion, right Agreement No.200600024 Ver. 1219/05 2 CMA 10866 to add wholesalers to the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Center. Additionally, Amgen shall have the right, in its reasonable discretion to or remove wholesalers from the list of Authorized Wholesalers by thirty (30) days prior written notice to Dialysis Center, so long as (a) Amgen rejects or terminates such wholesaler with respect to providing Products to any and all purchasers of Products, or (b) such wholesaler independently requests Amgen to remove it as an Authorized Wholesaler for Dialysis Center. In the event Amgen terminates of any Authorized Wholesaler from which Dialysis Center is purchasing Productssuch removal by Amgen, Amgen shall work with Dialysis Center to transition Dialysis Center’s 's purchasing to an Authorized Wholesaler and shall use reasonable efforts to establish a direct purchasing relationship in any interim period between the removal of the removed Authorized Wholesaler and the initiation of purchases from a new Authorized Wholesaler, if no alternative Authorized Wholesaler exists at such time, whichtime that can meet Dialysis Center's reasonable expected requirements of Products. Dialysis Center shall complete and submit to Amgen an application for direct ship account. Purchases made directly from Amgen shall be subject to reasonable credit limits established by Amgen (or the parties may agree on one or more methods (such as an irrevocable letter of credit) in no event shall exceed sixtyto assure Amgen of payment for any such Product).