FIFTH AMENDMENT TO DISTRIBUTION AGREEMENT
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED
FIFTH AMENDMENT TO DISTRIBUTION AGREEMENT
This Fifth Amendment to Distribution Agreement (the “Fifth Amendment”) is effective as of December 12, 2019 (the “Fifth Amendment Effective Date”), by and between Roche Diagnostics International AG, Basel Branch Diabetes Care, with offices located at Xxxxx Xxxxxx-Xxx 0, 0000 Xxxxx, Xxxxxxxxxxx (“Roche Diagnostics”) and Roche Diabetes Care GmbH, with offices located at Xxxxxxxxx Xxxxxxx 000, 00000 Xxxxxxxx, Xxxxxxx (“Roche Diabetes” and collectively with Roche Diagnostics, “ROCHE”) and Senseonics, Incorporated, with offices located at 00000 Xxxxxx Xxxxxxx Xxxxxxx, Xxxxxxxxxx, XX 00000-0000, XXX (“SENSEONICS”). ROCHE and SENSEONICS are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
WHEREAS, ROCHE and SENSEONICS are parties to that certain Distribution Agreement dated May 23, 2016 (as amended, the “Agreement”), as amended from time to time including the Amendments to Distribution Agreement dated as of November 28, 2016 (the “First Amendment”), April 11, 2018 (the “Second Amendment”), December 20, 2018 (the “Third Amendment”) and January 31, 2019 (the “Fourth Amendment”); and
WHEREAS, the Parties desire to amend the Agreement in accordance with Section 11.11 thereof in order to reduce the Minimum Requirement for 2020;
NOW THEREFORE, in consideration of the premises and mutual covenants contained in the Fifth Amendment, the Parties agree as follows:
The Parties agree that the table shown on page 7 of the Fourth Amendment, Exhibit 4 regarding the Minimum Requirement for 2019 – 2020 (units) shall be amended as follows:
Minimum Requirement for 2019 – 2020 (units)
|
|
Eversense® XL Sensor Pack |
Eversense® XL Smart Transmitter Pack |
|
2019 |
[***] |
[***] |
|
2020 |
[***] |
[***] |
Furthermore, the Parties would like to amend Section 1.c of the Fourth Amendment, Exhibit 4 as follows:
1.c 2020 Pricing shall be [***] per Eversense XL Senor Pack.
[Remainder of Page Intentionally Blank]
IN WITNESS WHEREOF, each of the Parties has caused this Fifth Amendment to be executed by its duly authorized representative as of the Fifth Amendment Effective Date.
Senseonics, Incorporated
By: _____/s/ Xxx Goodnow___________
Name:_____Tim Goodnow______________
Title:______President & CEO___________
Roche Diagnostics International AG
Basel Branch Diabetes Care
By: ___/s/ Marcel Gmeunder ________
Name:___Marcel Gmeunder___________
Title:___CEO Diabetes Care___________
By: ____/s/ Xxxxx Xxxxxxxxxxxx ______
Name:____Edwin Sonnenschein_________
Title:____Head Legal DC______________
Roche Diabetes Care GmbH
By: ____/s/ Xxxxx Xxxxxxxxxxxx ______
Name:____Edwin Sonnenschein_________
Title:____Head Legal DC______________
By: ____/s/ P. Hoffman______________
Name:_____ X. Xxxxxxx _______________
Title:_____ Head Legal DC ____________
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