July 12, 2005

Exhibit 10.2

[***] – Certain information in this exhibit have been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.

July 12, 0000

Xxxxx Xxxxxxx XX

X.X. Xxx 00000

XX-000 00 Xxxxxxxxx, Xxxxxx

Attn: Xxxxx Xxxxxxx, President

Re: Supply and Distribution Agreement between Heska Corporation and Boule Medical AB dated as of June 17, 2003, as amended by letters dated June 1, 2004 and December 31, 2004 (collectively, the “Distribution Agreement”)

Dear Xx. Xxxxxxx:

This letter will confirm our agreement regarding the notice of termination and other matters relating to the Distribution Agreement set forth in your letter of May 24, 2005 (the “Termination Notice”).

Boule and Heska hereby agree to amend the Distribution Agreement as set forth below; provided, that Heska has met the Payment Conditions (defined below) on or before August 3, 2005 (the “Payment Deadline”):

1. Payment Conditions. The agreements set forth in this letter are subject to the conditions precedent that on or before the Payment Deadline Heska shall have paid USD 842,548.44 and EUR 412,593.32 to Boule, by wire transfer or other immediately available funds (the “Payment Conditions”).

2. Rescission of Termination Notice. Effective upon satisfaction of the Payment Conditions, the Termination Notice is hereby rescinded by Boule and the Distribution Agreement, as amended hereby, shall continue in full force and effect in accordance with its terms, without regard to any of the matters set forth in the Termination Notice.

3. Purchase Minimums. Heska’s minimum purchase commitment under the Distribution Agreement for Calendar Year 2005 shall be [***] Analyzers. Boule and Heska acknowledge and agree that Heska’s current non-binding forecast for Calendar Year 2005 is [***] Analyzers and that [***] Analyzers have been received by Heska thus far during Calendar Year 2005.

4. Past Claims. Effective upon satisfaction of the Payment Conditions, each of Boule and Heska hereby waives and releases any and all claims and rights to relief of any kind for any late payment, breach, default or non-performance by the other party under the Distribution Agreement on or before the date the Payment Conditions are satisfied, including but not limited to the interest charges and other claims that Boule set forth in the Termination Notice and any claims by Heska for lost sales or other consequential damages.

5. Effect of Letter. This letter will constitute a written agreement amending the Distribution Agreement as contemplated by Section 9.10 thereof. If there is a conflict between the terms of this letter and the Distribution Agreement, this letter shall control.

Very truly yours

HESKA CORPORATION

By:

/s/ Xxxxx Xxxxxxxxxx

Its:

Chief Financial Officer

ACCEPTED AND AGREED:

BOULE MEDICAL AB

By:	/s/ Xxxxx Xxxxxxx

Its: President

Xxxxxxxxx 0000-00-00

Xxxxx Corporation

0000 Xxxxxxxx Xxxxxxx

Xxxx Xxxxxxx, Xxxxxxxx 00000

Attention: Xxxxxx Xxxxxx, President

Re: Supply and Distribution Agreement (“Distribution Agreement”) by and between Heska Corporation (“Heska”) and Boule Medical AB (“Boule”) dated June 17, 2003

Dear Xx. Xxxxxx:

This letter confirms our agreement that Boule will continue with our Distribution Agreement even though Heska fell short of its 2006 purchase minimums (the “2006 Shortfall”) and that such 2006 Shortfall neither constitutes a default by Heska nor gives rise to any additional consideration, remedies or penalties in favor of Boule. This letter also establishes that minimums set for 2007 are valid and part of the Distribution Agreement going forward and that this waiver relates solely to the outcome of 2006.

This letter will constitute a written agreement amending the Distribution Agreement as contemplated by Section 9.10 thereof. If there is a conflict between the terms of this letter and the Distribution Agreement, this letter shall control. Except as modified by this letter, the Distribution Agreement remains in full force and effect in accordance with its terms.

Very truly yours,

BOULE MEDICAL AB

By:

/s/ Xxxxx Xxxxxxx

Its:

CEO

ACCEPTED AND AGREED:

HESKA CORPORATION

By:	/s/ Xxxx Xxxxxxxx

Its:

VP, General Counsel

Sent via Federal Express

January 23, 2008

Xxxxx Xxxxxxx

President

Boule Diagnostics International AB

X.X. Xxx 00000

Xxxxxxxxx Xxxx 00

XX-000 00 Xxxxxxxxx

Xxxxxx

Re:	Supply and Distribution Agreement (“Agreement”) between Heska Corporation and Boule Medical AB dated June 17, 2003 as amended

Dear Xx. Xxxxxxx:

This letter confirms our agreement that Boule will continue with our Distribution Agreement even though Heska fell short of its 2007 purchase minimums (the “2007 Shortfall”) and that such 2007 Shortfall neither constitutes a default by Heska nor gives rise to any additional consideration, remedies or penalties in favor of Boule. This letter also establishes that minimums set for 2008 are valid and part of the Distribution Agreement going forward and that this waiver relates solely to the outcome of 2007.

Sincerely,

Heska Corporation

By:	/s/ Xxxxx Xxxxxxxxxx

Its:	Chief Financial Officer

ACCEPTED AND AGREED

Boule Medical AB

By:	/s/ Xxxxx Xxxxxxx

Its:

CEO

AMENDMENT TO

SUPPLY AND DISTRIBUTION AGREEMENT

This Amendment, effective as of October 1, 2008, modifies the Supply and Distribution Agreement between Heska Corporation and Boule Medical AB, dated June 17, 2003, hereinafter referred to as “Amendment No. 6”, as modified by Amendment Letter dated June 1, 2004 (hereinafter referred to as “Amendment No. 1”), Amendment Letter dated December 31, 2004 (hereinafter referred to as “Amendment No. 2”), Amendment Letter dated July 12, 2005 (hereinafter referred to as “Amendment No. 3”), Amendment Letter dated March 20, 2007 (hereinafter referred to as “Amendment No. 4”) and Amendment Letter dated January 23, 2008 (hereinafter referred to as “Amendment No. 5”), collectively referred to as the “Original Agreement”.

1.	Section 1.2. Section 1.2 “Analyzer”, of the Original Agreement is hereby deleted in its entirety and replaced with the following:

1.2 “Analyzer” means the Ca 620-16 Veterinary Hematology Analyzer (CBC-DIFF™ Veterinary Hematology System) or BM800 Veterinary Hematology Analyzer (HemaTrue™ Veterinary Hematology Analyzer) manufactured by Boule.

2.	Section 1.8. Section 1.8 “Product”, of the Original Agreement is hereby deleted in its entirety and replaced with the following:

1.8 “Product” means the Analyzer and associated spare parts, consumables and reagents listed in Appendix A.

3.	Section 2.5. The date “November 30, 2003” is hereby deleted and replaced with “January 1, 2009” in both the first and second sentences of Section 2.5 of the Original Agreement.

4.	Appendix A2. Appendix A2 of the Original Agreement is hereby deleted in its entirety and replaced with Appendix A2 attached hereto.

5.	Appendix A3. Appendix A3 of the Original Agreement is hereby deleted in its entirety and replaced with Appendix A3 attached hereto.

6.	Appendix A4. Appendix A4 of the Original Agreement is hereby deleted in its entirety and replaced with Appendix A4 attached hereto.

7.	Appendix A5. Appendix A5 of the Original Agreement is hereby deleted in its entirety and replaced with Appendix A5 attached hereto.

8.	Appendix B. Appendix B of the Original Agreement is hereby deleted in its entirety and replaced with Appendix B attached hereto.

9.	No Other Changes. Except as expressly modified by this Amendment No. 6, all other provisions of the Original Agreement shall remain in full force and effect.

IN WITNESS WHEREOF, the parties have executed this Amendment by their duly authorized representatives.

SIGNED:

Heska Corporation

Boule Medical AB

By: /s/ Xxxxx Xxxxxxxxxx

By:

/s/ Xxxxx Xxxxxxx

Name: Xxxxx Xxxxxxxxxx

Name: Xxxxx Xxxxxxx

Title: Chief Financial Officer

Title: Chief Executive Officer

Date: October 9, 2008

[***] – Certain information on this page have been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.

Appendix A2

This Appendix forms an integrated part of the Supply and Distributorship Agreement between BOULE and HESKA.

Heska agrees to make orders of the following Products in units divisible by two. Payment for fifty percent (50%) of the units in each shipment shall be made in Euros and fifty percent (50%) in U.S. dollars. The initial Euro prices are set forth below, subject to adjustment for actual changes in material and labor costs pursuant to the last paragraph of Section 4.1 of the Supply and Distribution Agreement. The dollar prices shall be an amount equal to the then-current Euro price, multiplied by 1.18.

Art no	Description	Price Net Euro

INSTRUMENTS (CA 620-16 Vet related)
260	Micro capillary adapter compl.	[***]
1090769	Printer paper, 5 pcs	[***]

Appendix A3

This Appendix forms an integrated part of the Supply and Distributorship Agreement between BOULE and HESKA.

Payment for one hundred percent (100%) of the units of the Products listed below shall be made in U.S. dollars. The initial U.S. dollar price for each of such Products shall be the price set forth below, subject to adjustment for actual changes in raw material and labor costs pursuant to the last paragraph of Section 4.1 of the Supply and Distribution Agreement.

Art no	Description	Price Net

REAGENTS
1503976	CBC-DiffTon™ Diluent Solution (10L)	[***]
1503978	CBC-DiffLyse™ Lysing Solution (5L)	[***]
1504112	Enzymatic Cleaner (100ml)	[***]
5941	Hematology System Cleaning Kit	[***]
1504180	HemaTrue™ Diluent Solution (1.9L)	[***]
1504181	HemaTrue™ Lysing Solution (1.9L)	[***]
1504182	HemaTrue™ Enzymatic Cleaner (1.9L)	[***]


CONTROLS & CALIBRATORS
Boule – 8 VET CON
1504026	1 x 4.5 ml normal	[***]
1504080	6 x 4.5 ml normal	[***]
1504151	Boule VetCon N 8p 6x4.5ml	[***]
N/A	18 x 4.5 ml normal	[***]

Boule – VET CAL
1504028	1 x 3.0 ml	[***]

Appendix A4

This Appendix forms an integrated part of the Supply and Distributorship Agreement between BOULE and HESKA.

Payment for one hundred percent (100%) of the units of the Products listed below shall be made in Euros. The initial Euro price for each of such Products shall be the price set forth below, subject to adjustment for actual changes in raw material and labor costs pursuant to the last paragraph of Section 4.1 of the Supply and Distribution Agreement.

Boule P/N

Description

Price Net

1010464

Instrument cover, Heska

[***] eur

1010849

Display Grounding Bar Short

[***] eur

1010851

Display Grounding Bar Long

[***] eur

1010921_S

Start plate VET

[***] eur

1020144

Lid to Cubitainer

[***] eur

1021136_S

Tube holder, Heska

[***] eur

1030122

Flat display cable, shielded

[***] eur

1030127_S

Power cord Main board

[***] eur

1030128_S

Cable blood detector

[***] eur

1030129_S

BB cable, Mixingchamber cable

[***] eur

1030140_S

Cable Coax WBC

[***] eur

1030142_S

Cable, photometer

[***] eur

1030143_S

Ground cable

[***] eur

1030146

Valve cable 5 assy

[***] eur

0000000_S

Contact plate cover ground x10

[***] eur

1040079

Extension spring

[***] eur

1050159

Keyboard folio CBC

[***] eur

1060046

Rubber washer

[***] eur

1080030

Transport Fuse, Tubing

[***] eur

1080048

Door, CBCDiff

[***] eur

1080055

Tube holder

[***] eur

1080058_S

Pinch valve head x10

[***] eur

1090719_S

Switch cable MCI

[***] eur

1090787_S

Cable, Start Micro switch

[***] eur

1090796_S

Switch

[***] eur

1090836

Start plate 1

[***] eur

1090842

Motor assy connected Heska

[***] eur

1090910_S

Tube valve complete

[***] eur

1090916_S

Membrane pump

[***] eur

1090919_S

Level detector complete

[***] eur

1090921_S

WBC measuring chamber complete

[***] eur

1090922_S

Cap. Holder complete RBC

[***] eur

1090927_S

Shear valve complete

[***] eur

1090928_S

Display complete

[***] eur

1090929_S

Display incl. touch BM800

[***] eur

1090933_S

Asp. washing cup complete

[***] eur

1090941_S

Drain cup

[***] eur

1090945_S

RBC measuring chamber complete

[***] eur

1091002

Barcode reader, Medonic

[***] eur

1091043_S

RBC pipette incl. tubes

[***] eur

1091044_S

WBC metering unit incl. tubes

[***] eur

1091050_S

RBC metering unit incl. tubes

[***] eur

1091061_S

WBC pipette incl. tubes

[***] eur

1091091_S

Mixer motor

[***] eur

1091149

Clog Filter Device

[***] eur

1091152_S

Aspiration whole blood

[***] eur

1091159

Level Detector Lyse Vet

[***] eur

1091160

Level Detector Diluent Vet

[***] eur

1091161_S

Liquid filter kpl.

[***] eur

1091165_S

Capillary holder WBC

[***] eur

1091220

Front assy. BM800 Heska

[***] eur

1091227_S

MPA handle assy

[***] eur

1091232_S

MPA assy

[***] eur

1091234_S

CPU board, assy

[***] eur

1091244_S

Valve board BM800 tested

[***] eur

1091249

Bottle tray assy

[***] eur

1091250_S

Level detector yellow assy

[***] eur

1091251_S

Level detector red assy

[***] eur

1091252_S

Level detector blue assy

[***] eur

1091268_S

DC air pump assy.

[***] eur

1110047

Lifting strap

[***] eur

1120074_S

Display board BM800

[***] eur

1120078_S

Switched Powerboard

[***] eur

1140103

Cylindr.isol. C15/15 M4x4 55

[***] eur

1140111

Locking washer

[***] eur

1140165

Locking washer black CCLR2

[***] eur

1140258

Tube PVC 3,0 x 1,5

[***] eur

1140614

Port, Reagent Level Sensor,Red

[***] eur

1140615

Port, Reagent lvl sensor, Ylow

[***] eur

1140641

Clips for door

[***] eur

1140643_S

Transformer BM800

[***] eur

1140703_S

Cable for CAN COM. 0,5m BM800

[***] eur

1150495_S

KNF Liquid Pump

[***] eur

1150521

Repairkit Waste pump KNF

[***] eur

1200064

Back Flush Syringe Kit

[***] eur

1301077

MPA accessories kit

[***] eur

2604013

Case long, complete

[***] eur

2604014

Case short, complete

[***] eur

2606002

Handle complete

[***] eur

4804014

Ind. lower

[***] eur

5303042

Cover plate filter board

[***] eur

5304002

Indicator housing

[***] eur

5304008

Rolled threadball screw

[***] eur

5304011

Guiding rod

[***] eur

5304015

Guiding wheel

[***] eur

5304026

Measuring tube

[***] eur

5304048

Rear valve

[***] eur

5304075

Housing upper glass cyl.

[***] eur

5304077

Glass Cylinder

[***] eur

5304085

Lacquer notation

[***] eur

5304097

Detector

[***] eur

5304116

Rear valve part US

[***] eur

5304167

Tube, ground connector

[***] eur

5304174

Gearbox machining

[***] eur

5306002

Capillary Tube Holder, Complete

[***] eur

5306003

Counting cup RBC compete

[***] eur

5306004

Counting cup WBC compete

[***] eur

5306006

Gearbox complete

[***] eur

5306007

Asp. Pipette Whole Blood

[***] eur

5306008

Sealing rod complete

[***] eur

5306009

Sealing piston complete

[***] eur

5306026_S

Mixing cup complete

[***] eur

5306078

MPA mounted

[***] eur

5306081

Motor assy connected

[***] eur

5306103

Waste pump 60Hz mounted

[***] eur

5308002

Detector cable mix cup CBC

[***] eur

5308004

Cable blood detector

[***] eur

5308005

Cable Assy servo potm.

[***] eur

5308008

Photocell, HGB, complete

[***] eur

5308009_S

Cable, coax, RBC, L=420

[***] eur

5308011

Cable Assy Start/Stop

[***] eur

5308013

Cable Assay HGB lamp

[***] eur

5308014

Cable Assy optoswitch/xxxxxx

[***] eur

5309001

PCB CPU 530 complete tested

[***] eur

5309011

PCB power mounted tested

[***] eur

5309021

PCB amplifier mounted & tested

[***] eur

5814036

Mixing cup

[***] eur

5814064

Asp. pip. predil. blood / upps

[***] eur

5814142

Valve part f.

[***] eur

5814143

Valve house

[***] eur

6209001

PCB display mounted tested

[***] eur

9970119

Tubing FEP 0.7 x 1.5

[***] eur

9980001

Repair kit for waste pump

[***] eur

9990455

Washer 0734 nylon svart

[***] eur

9990598

Filter VG9 4mm Ø 8

[***] eur

9990970

Pin CP 4*25 A1m6

[***] eur

9990973

Gearbox type F, 4 1/6

[***] eur

9991148

Rod Sealing Guidence Cap

[***] eur

9991161

Plastic cover PVC print Medoni

[***] eur

9991197

Plastic cover PVC 350*430*

[***] eur

9991619

Bi pin lamp with tech.addendum

[***] eur

N/A

Vet Mixing rotor 3 ml (HemaTrue)

[***] eur

Appendix A5

This Appendix forms an integrated part of the Supply and Distributorship Agreement between BOULE and HESKA.

Heska agrees to make orders of the following Products in units divisible by two. Payment for fifty percent (50%) of the units in each shipment shall be made in Euros and fifty percent (50%) in U.S. dollars. The Euro price shall be as listed below, subject to adjustment for actual changes in material and labor costs pursuant to the last paragraph of Section 4.1 of the Supply and Distribution Agreement. The U.S. dollar prices shall be as listed below, subject to adjustment for actual changes in material and labor costs pursuant to the last paragraph of Section 4.1 of the Supply and Distribution Agreement.

Art no	Description	Price Net Euro	Price Net USD

INSTRUMENTS
1301074	CA 620-16 Vet System with MPA, 110/60	[***]	[***]
1400060	HemaTrue™ Veterinary Hematology Analyzer System with MPA	[***]	[***]

Xxxxxxxx X

Product Specifications: CBC-DIFF™ Veterinary Hematology System

- Measuring Principle (RBC, WBC, PLT)

Impedance

- Measuring Principle (HGB)

Colormetric (540 nm) using cyanide free reagent

- Discriminators (i.e. thresholds)

Floating programmable

- Sampling system

Shear valve (maintenance free)

- Parameters reported:

RBC, MCV, HCT, PLT, MPV, HGB, MCH, MCHC, WBC, RDW, LYMF abs, MID abs, GRAN abs, LYMF %, MID %, GRAN %

- Size distributions printed for

RBC, PLT and WBC differential

- Aspirated blood volume (EDTA tubes)

Approx 125 µl

- Blood volume using the

Micro Pipette Adapter

20 µl

- Screen

LCD

- Keyboard

Numerical

- Total cycle time

Approx 73 seconds

- Sample display and print after

Approx 53 seconds

- Printer*

External, IBM or HP format

- Memory

Approx. 250 samples

- QC capability

SD, CV, X, n

- HGB correction on high WBC counts

Yes

- Warning flags on parameter abnormalities

Yes

- Floating discriminator RBC/PLT

Yes (position printed)

- Mathematical 3-part. diff WBC calc.

Yes

- Automatic HGB blank on each sample

Yes

- Carry Over

<1%

- Serial output**

Yes

- Main power voltage / Fuses

230 V Fuse 5x20mm T2A

120 V Fuse 5x20mm T4A

- Power voltage tolerances

± 15%

- Power consumption (operational)

Max 250 VA

- Power consumption (standby)

Max 50 VA

- Built-in test/adjustment programs

Yes

- Dimensions (inches)

H=13.8 W=16.5 D=18.1

- Weight

Approx. 56 lb

* Printer must comply with standard EN 60950 or DPU 414 supplied by Heska Corporation.

** Serial connection must conform to standard EN 60950.

Product Specifications: HemaTrue™ Veterinary Hematology Analyzer

Measuring principle RBC, WBC, PLT	Impedance
Measuring principle HGB	Photometer, Cyanide free method 535nm ±5nm
Programmable WBC Discriminator	Yes
Sampling system	Closed shear valve
Parameters reported	RBC, MCV, HCT, PLT, MPV, HGB, MCH, MCHC, WBC, RDW%, RDW abs, LYMPH abs, MONO abs, GRAN abs, LYMPH%, MONO%, GRAN%
Size distributions printed for	RBC, PLT and WBC diff
Aspirated blood volume (open tubes)	<125 µl
Blood volume using the Micropipette Adapter (MPA)	20 µl
LCD	Graphical color touch screen, 240 columns x 320 rows
Keyboard	Virtual incorporated keyboard (External keyboard possible)
Analysis time	<1 minute
QC capabilities	Mean, SD, CV, Xxxxx-Xxxxxxxx
HGB correction on high WBC counts	Yes
System information messages on parameter abnormalities	Yes
Floating discriminator RBC/PLT	Yes (position printed)
Automatic HGB blank on each sample	Yes
Carry over	RBC, HGB, WBC =‹1%, PLT =‹2%
Barcode reader input	Yes
Serial output	Yes (Conformed to standard EN 60950)
Power consumption (operational)	Max 100 VA
Power consumption (standby)	Max 20 VA
Mains frequency	50-60 HZ
Mains voltage	100-240 VHZ
Effective mains current	Max. 2 A
Certified external mains power supply	AML1 50PS24 >2556 or FDF1 5O3-A-24-C14 (51441)
Built-in test/adjustment programs	Yes
Temperature	18-32° C (64-90° F)
Humidity (non-condensing)	Up to 80%
Dimensions	(HxWxD) 410x290x460mm (16.1 x 11.4 x 18.1 in)
Weight	=‹18 kg (Standard Version) (=‹40 Ib)

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July 12, 2005

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