<PAGE>
[*] CERTAIN CONFIDENTIAL INFORMATION
CONTAINED IN THIS DOCUMENT, MARKED BY
BRACKETS, HAS BEEN OMITTED AND FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE
COMMISSION.
EXHIBIT 10.112
[BAXTER LOGO]
Baxter Healthcare Corporation
MEDICATION DELIVERY DIVISION
INFUSION DEVICE GROUP AGREEMENT
FOR
CORAM, INC.
Coram, Inc.
Baxter Healthcare Corporation
1675 Broadway, Suite 900
William Graham Building 1-3S
Denver, CO 80202
Route 120 and Wilson Road
Account #: 34251865
Round Lake, IL
60073
Attention: Frank Geiger
Attention: Heather Marcelain
and
Curaflex Health Services, Inc.
1675 Broadway, Suite 900
Denver, CO 80202
Hereinafter together referred to as "Coram"
Hereinafter referred to as "Baxter"
INTRODUCTION
Following acceptance of this Agreement by
Coram, Baxter agrees to supply the
facilities owned by Coram ("Facilities") as
indicated on the attached Exhibit B,
as amended from time to time as provided in
Section 2, with the Infusion Devices
and Related Supplies listed on Schedules A
and A-1 ("Products") and Baxter
agrees to update Schedule A periodically as
new Products are made available.
This Agreement must be signed by December
31, 2003. The Parties' obligations
hereunder are contingent upon the
execution, delivery and approval of the United
States Bankruptcy Court for the District of
Delaware, in Case No. 00-3299, of
the Master Equipment Lease Agreement
attached hereto as Exhibit C.
1. TERM
OF GROUP AGREEMENT
This Agreement is for a term commencing on the date on which
Baxter
signs this Agreement ("Commencement Date") and ending on November
30,
2008. The "Anniversary Date" of this Agreement shall be December 1.
The
Agreement will include an option to renew for an additional two
(2)
year period by mutual agreement between Baxter and Coram. Should
Coram
or Facilities choose to purchase Products through an authorized
distributor, Coram and Facilities acknowledge that distributors
may
require up to forty-five (45) additional calendar days to adjust
the
pricing in their billing system and to notify Coram and Facilities
of
adjusted pricing. Coram and Facilities understand that the prices
a
distributor bills Coram or Facilities for Products are at the
distributor's discretion. Purchases by Coram reported by
authorized
distributors will count, at the prices set forth in this
Agreement,
toward Coram's MCV (as defined below), with the Annual Incentive
paid
to Coram if applicable.
2. SALE
OF PRODUCTS TO FACILITIES
Baxter shall make the products listed on the attached Schedules A
and
A-1 available to Facilities who are owned by Coram as indicated on
the
attached Exhibit B. Facilities are only eligible for the pricing
and
terms of this Agreement while they are owned by Coram. Products are
to
be bought by Coram for its own use and only for use in Facilities
in
the United States; neither Coram, itself, nor through any affiliate
or
agent, shall export or otherwise transfer outside the United
States
Products acquired under this Agreement.
Coram will promptly notify Baxter of all changes to the Exhibit B
in
order to maintain the accuracy of the representation during the
term of
the Agreement. Additional Facilities in the United States may be
added,
upon written notice by Coram and with Baxter's consent, which
consent
shall not be unreasonably withheld. The effective date of pricing
for
new Facilities will be the date set by Baxter.
Confidential
<PAGE>
In the event that Baxter offers a product promotion that Facility
may
be eligible for, Coram gives Baxter permission to notify Facility
of
the promotion via facsimile, telephone, electronic mail, regular
mail,
or any other commercially reasonable method of providing such
notifications.
3.
PRICING
Coram understands this Agreement is effective for the full term.
Prices
on Schedules A and A-1 shall become effective on the Commencement
Date
and shall expire [*].
4.
REQUIREMENTS
Coram shall purchase from Baxter a minimum of [*] of Schedule
A Products (the "Minimum Committed Volume" or "MCV") during each
year
of this Agreement. Failure to purchase the MCV shall not be a
breach
hereof by Coram, but shall result in Coram not receiving the
Annual
Incentive, unless other factors provided herein (e.g., Baxter's
inability to deliver) apply. For purposes of this Agreement,
"purchases" shall mean the net invoice price for each Schedule
A
Product ordered and invoiced less any returns or credits.
Accessories
for the 6060 Multi-Therapy Ambulatory Infusion Pump shall not
be
included in the calculation of the MCV and are noted on Schedule
A.
Should a shortfall in purchases occur due to Baxter's inability
to
deliver Schedule A Products, Baxter will reduce the MCV for that
period
to reflect such shortfall caused by Baxter's inability to deliver
for
that period. Should a shortfall in purchases occur due to a
material
reduction in the patient population at Coram's Owned Facilities
other
than as a result of a sale, divestiture or other transfer of
Coram's
business, or if a shortfall occurs due to a change in therapy, and
(in
either case) Coram demonstrates that competitive product was
not
purchased, Baxter shall reduce the unit volume commitment
without
penalty. Coram will provide information, reasonably satisfactory
to
Baxter, which clarifies the reduction in Coram's patient
population.
Coram on its behalf and on behalf of all its current Facilities
agrees
to purchase and/or lease 90% of its requirements of ambulatory
infusion
pumps (measured by numbers of pumps) and related supplies listed
on
Schedule A (measured by number of units) from Baxter for a period
of 5
years.
Upon written request from Baxter, Coram shall provide to Baxter
a
written summary of all purchases and leases of Infusion Devices
similar
to the 6060 Multi-Therapy Ambulatory Infusion Pump (2M9832) and
related
supplies purchased or leased from other vendors in order to
determine
compliance with this Infusion Devices Requirement. Baxter must
receive
this summary within thirty (30) days of such written request.
Baxter
shall keep such information confidential and shall use the
information
solely for the purpose of evaluating compliance under this
Agreement.
5.
INFUSION DEVICES
Baxter is offering Coram the opportunity to purchase or lease the
6060
Multi-Therapy Ambulatory Infusion Pump product code 2M9832 (the
"Pumps".)
Should Coram elect to lease devices they must execute an
Equipment
Lease Agreement in the form attached as Exhibit C. The unit price
per
Pump will be $1,600.00 (the "Unit Price"). Coram will prepay
fifty
percent (50%) of the Unit Price for each Pump acquired within
fifteen
(15) days following delivery of the Pump by Baxter to Coram or
Coram's
agent. The monthly lease price of product code 2M9832 is as set
forth
in the attached Equipment Lease Agreement; this price includes a
two
(2) year warranty as described in the Equipment Lease Agreement. At
any
time prior to the expiration of the two-year warranty, Coram
can
purchase additional extended warranty coverage at $96.00 per year
per
Pump. Coram shall have the opportunity to purchase the leased
Pumps
during the lease period, as set forth in the attached Equipment
Lease
Agreement.
Upon execution of this Agreement, Coram will execute a
non-cancelable
purchase order for a minimum of five thousand two hundred (5200)
Pumps,
to be delivered within the timeframe indicated on Exhibit D to
this
Agreement, pursuant to one (or more) sixty-month leases (the
"Equipment
Lease Agreement"). As used herein, the "Transition Period" is
the
period of time that it takes Baxter to produce and deliver 5200
Pumps
to Coram, provided, however, in no event shall the Transition
Period
extend beyond December 31, 2004. Baxter's failure to deliver 5200
Pumps
shall entitle Coram to pursue the remedies of the buyer under
UCC
Article 2.
Should Coram elect to purchase a Pump, the price of product code
2M9832
is $1,600.00 per Pump; this price includes a two (2) year warranty,
as
provided herein. At any time prior to the expiration of the
two-year
warranty, Coram can purchase additional extended warranty coverage
at
$96.00 per year per Pump.
Confidential
<PAGE>
During the applicable warranty period, Baxter warrants that the
Pumps
will be free from defects in materials and workmanship, will
conform to
the published specifications and be in good working order. During
such
period Baxter, at its option, will repair or replace any Pump or
part
of any Pump, except batteries, that Coram notifies Baxter is
not
working, if the need for such repair or replacement is not caused
by i)
repairs made to the Equipment by persons not authorized by Baxter,
ii)
use of the Pump other than according to the instructions which
accompanied the Pump, or iii) misuse or abuse of the Pump, as
reasonably determined by Baxter in good faith. Baxter will repair
or
replace the battery for the first six (6) months following the date
of
purchase. Coram shall advise Baxter in writing about an out of
service
Pump, give Baxter the opportunity to repair it, and if Baxter
chooses
to replace it, follow Baxter's instructions for its return, at
Baxter's
expense, to Baxter. Coram shall be responsible for all consequences
of
use or operation of such Pump during the time period between
Coram's
first realizing that the Pump was not working and Baxter's repair
or
replacement of it. BAXTER MAKES NO OTHER WARRANTIES, EXPRESS OR
IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS
FOR
PARTICULAR PURPOSE, EXCEPT THOSE SET FORTH IN THE DESCRIPTION
AND
DIRECTIONS ON THE LABELING OF THE EQUIPMENT INCLUDING, BUT NOT
LIMITED
TO, THE OPERATOR'S MANUAL. UNLESS THE EQUIPMENT IS USED IN
ACCORDANCE
WITH THE DIRECTIONS ON THE LABELING AND THE INSTRUCTIONS
ACCOMPANYING
THE EQUIPMENT, THE WARRANTIES IN SUCH DESCRIPTION AND DIRECTIONS
ARE
VOID AND OF NO EFFECT. BAXTER'S LIABILITY IS LIMITED TO REPAIR
OR
REPLACEMENT OF THE DEFECTIVE EQUIPMENT, AND BAXTER SHALL HAVE
NO
LIABILITY TO CORAM FOR PROXIMATE, INCIDENTAL OR CONSEQUENTIAL
DAMAGES
IN CONNECTION WITH CORAM'S USE OF THE EQUIPMENT.
6.
INCENTIVES
COMPLETION BONUS
Baxter will pay Coram a Completion Bonus of $200.00 per Pump for
every
pump that Coram orders for delivery within 10 months of the
Commencement Date of this Agreement if: (1) Curaflex completes
the
acquisition of at least 5200 Pumps within the Transition Period;
and
(2) Coram delivers to Baxter within sixty days after the end of
the
Transition Period all but [*] (the "Retained Pumps") of the 5200
6060
pumps in Coram's existing fleet (as identified in Baxter's
records)
(the number of Pumps to be returned being referred to herein as
the
"Required Returns"), together with a certificate certifying that
any of
the 5200 pumps (excluding the Retained Pumps) that are not
returned
have been lost or destroyed. Coram shall use the Retained Pumps
for
Coram's own use, and when Coram has no further need for them Coram
will
deliver the Retained Pumps to Baxter. If Coram fails to complete
the
acquisition of at least 5200 pumps, and delivery of the
Required
Returns, within the Transition Period or, with respect to the
Required
Returns, within 60 days after the end of such period, but
completes
such acquisition and delivery of the Required Returns within 12
months
of the Commencement Date of this Agreement, then instead of $200
per
pump, Baxter will pay to Coram a reduced Completion Bonus of
$100.00
per Pump for each Pump that Curaflex acquires within such 12
month
period. The applicable Completion Bonus will paid to Coram by
check
within sixty (60) days after: (1) shipment of all pumps ordered
for
delivery within the 10 month period and (2) delivery of the
Required
Returns to Baxter.
ANNUAL INCENTIVE
Baxter is pleased to offer an Annual Incentive to Coram for
Products
listed on Schedule A. If Coram's aggregate purchases of Schedule
A
Product during any year of the Agreement meet or exceed Coram's MCV
as
set forth in Paragraph 4 for that year, Baxter shall pay to Coram
a
discount computed by multiplying the amount of such purchases
times
[*]. Accessories for the 6060 Multi-Therapy Ambulatory Infusion
Pump
shall not be included in the Incentive calculation and are noted
on
Schedule A. This incentive shall be paid by check within sixty
(60)
days of the annual Anniversary Date.
Should a shortfall in purchases occur due to Baxter's inability
to
deliver Schedule A Products, Baxter will reduce the MCV for that
period
dollar-for-dollar to reflect such shortfall caused by Baxter's
inability to deliver for that period.
REPAIR REIMBURSEMENT REBATE
Baxter is pleased to offer Coram a Repair Reimbursement Rebate of
up to
the aggregate amount of $250,000.00 to reimburse Coram for
actual
repair charges paid by Coram for 6060 Multi-Therapy Ambulatory
Infusion
Pumps repaired by Baxter during the period January 1, 2003
through
September 30, 2003. This Rebate shall be paid by check within
sixty
(60) days from the date on which Baxter signs this Agreement.
EXTENDED WARRANTY FOR 6060 PUMPS TO BE REPLACED
Baxter is pleased to extend the warranty program at no charge for
its
existing 6060 Multi-Therapy Ambulatory Infusion Pumps that are
owned
and in use by Facilities during the Transition Period on the same
terms
and conditions as described in paragraph 5 above. At the conclusion
of
the Transition Period, Coram shall return to Baxter all pumps
currently
loaned by Baxter to Coram within 30 days.
Confidential
<PAGE>
7.
PAYMENT TERMS
Payment terms are net 30 days from invoice date for 6060
Multi-Therapy
Ambulatory Infusion Pumps purchased or leased. Payment terms
for
Products listed on Schedule A are [*] net 30 days from Invoice
Date
for payments made by check, cash or wire transfer. A service charge
of
1-1/2% per month (or the highest amount allowed by law, if lower)
will
be added to all amounts past due.
8.
TERMS AND CONDITIONS
The terms and conditions listed in the Terms and Conditions of
Sale, in
the Baxter Medication Delivery Systems Product Catalog in effect on
the
date of shipment apply to all purchases, except in the event of
a
conflict with the terms hereof, in which case the terms hereof
shall
govern and control. Baxter may discontinue any Product [*] at any
time
without further liability to Coram or Facility. In the event of
such
discontinuation, the MCV will thereafter be permanently reduced by
the
dollar amount of purchases of the discontinued product made by
Coram in
the twelve months prior to the discontinuation.
9.
DISCLOSURES
Any Products and services not paid for by Coram and received by
Coram
from Baxter under this Agreement, including any applicable
Incentives
(e.g., Completion Bonus, Annual Incentive, Repair Reimbursement
Rebate,
Extended Warranty) are discounts. All discounts, rebates or
other
reductions in price received by Coram from Baxter under this
Agreement
are "discounts or reductions in price" under the provisions of
Section
1128b(b) (3) (A) of the Social Security Act [42 U.S.C. 1320a-7b (b)
(3)
(A)]. Coram and its Facilities shall appropriately reflect such
discounts, rebates or other reductions in price as required by
that
provision or regulations promulgated thereunder.
10. INVENTORY
MANAGEMENT PROGRAM
To minimize the possibility of delays in supplying Schedule A
Products,
[*]
11. REPAIR
TURNAROUND TIME
Baxter is pleased to offer a guaranteed repair turnaround time of
[*]
12. WAIVER
A waiver of any of the provisions of this Agreement shall not
constitute a waiver of any other provision nor shall it constitute
a
continuing waiver.
13. ENTIRE
AGREEMENT
If Baxter and Coram are parties to any other agreements covering
the
same Products covered by this Agreement, then, with regard to
such
Products, this Agreement shall supersede such other agreements.
This
Agreement has been entered into in and shall be governed by the
laws of
the State of Illinois.
14.
CONFIDENTIALITY
Baxter respects the confidentiality of contractual
relationships.
Except as provided in paragraph 9, the Parties agree to respect
this
relationship by not disclosing any information regarding this
Agreement
to any other party without the other party's prior written consent.
If
either Party is required by law to publicly disclose this
Agreement,
the Parties shall mutually agree upon a redacted version of the
agreement that may be so disclosed.
15.
ASSIGNMENT
This Agreement is assignable only with the written consent of
both
parties, which shall not be unreasonably withheld.
Confidential
<PAGE>
16. MISCELLANEOUS
Baxter will enter into separate agreements with certain mutually
agreed
Coram affiliated joint ventures for either the purchase or lease of
up
to 250 additional pumps under substantially the same terms and
conditions
offered to Curaflex under the Equipment Lease Agreement
attached hereto as Exhibit C.
At Coram's request and for 12 months following execution hereof,
Baxter
will sell or lease 6060 pumps to Medical Specialties, Inc., as
Coram's
agent, under similar terms and conditions offered to Curaflex under
the
Equipment Lease Agreement attached as Exhibit C, for use by Coram
in
the ordinary course of business.
Baxter agrees to indemnify and hold harmless Coram, its
subsidiaries,
affiliates, successors and permitted assigns and their
directors,
officers, employees and agents (the "Coram Indemnified Parties")
from
and against any and all liabilities, damages and claims
(including,
without limitation, expenses of litigation, investigations and
attorneys' fees, settlements and damages) asserted by persons
other
than the Coram Indemnified Parties arising from or related to
defects
in materials and/or workmanship of, or failure to meet the
specifications applicable to, the Products or Pumps, except to
the
extent such damages or injuries are caused by the negligent or
wrongful
acts or omissions of Coram. Coram agrees to indemnify and hold
harmless
Baxter, its subsidiaries, affiliates, successors and permitted
assigns
and their directors, officers, employees and agents (the
"Baxter
Indemnified Parties") from and against any and all liabilities,
damages
and claims (including, without limitation, expenses of
litigation,
investigations and attorneys' fees, settlements and damages)
asserted
by persons other than the Baxter Indemnified Parties arising from
or
related to
Coram's selection, possession, operation and use of the
Products or Pumps, except to the extent such damages or injuries
are
caused by the negligent or wrongful acts or omissions of
Baxter.
This Agreement, including all Schedules and
Exhibits, may be amended only by a
written document signed by Baxter at its
home office. No conflicting or
additional terms contained in any purchase
order or other document submitted by
Coram shall be valid unless signed by
Baxter at its home office.
This Agreement is not valid until signed by
Baxter at its home office in Round
Lake, Illinois.
IN WITNESS WHEREOF, the undersigned duly
authorized representatives of the
parties have executed this Agreement on the
date below.
CORAM, INC.
BAXTER HEALTHCARE CORPORATION
BY: /s/ FRANK GEIGER
BY: /s/ HEATHER MARCELAIN
-----------------------------
------------------------------
NAME: Frank Geiger
NAME: Heather Marcelain
---------------------------
------------------------------
TITLE: Senior Vice President, MM
TITLE: Sales Contract Administrator
--------------------------
----------------------------
DATE: 12/23/2003
DATE: 01-05-04
---------------------------
----------------------------
CURAFLEX HEALTH SERVICES, INC.
BY: /s/ FRANK GEIGER
-------------------------------
NAME: Frank Geiger
-----------------------------
TITLE: Senior Vice President, MM
----------------------------
DATE: 12/23/2003
-----------------------------
Confidential
<PAGE>
CORAM INC.
INFUSION DEVICE GROUP AGREEMENT
DENVER, CO
CORAM, INC.
34251783
SCHEDULE A
<TABLE>
<CAPTION>
PRODUCT CODE
DESCRIPTION
P/F U/M
EACH PRICE
CASE PRICE
------------
------------------------------------ --- --- ---------- ----------
<S>
<C>
<C>
<C>
<C>
<C>
2M9833
# SABRANEST
HOLDER & POLE CLAMP 1 EA
[*]
[*]
2M9835
# MODEL 6060
BATTERY ELIMINATOR/ 1 EA
[*]
[*]
2M9838
# MODEL 6060
RECHARGEABLE
1 EA
[*]
[*]
2M9839
# 6060 SLIM PACK
(SEE 606601) 1
EA
[*]
[*]
2M9856
MODEL 6060 PUMP NON-VENTED 78" 30 CA
[*]
[*]
2M9857
MODEL 6060 PUMP NON-VENTED 110 30 CA
[*]
[*]
2M9858
MODEL 6060 PUMP ADMINISTRATI 30 CA
[*]
[*]
2M9859
MODEL 6060 PUMP ADMINISTRATI 30 CA
[*]
[*]
2M9860
MODEL 6060 PUMP NON-DEHP 78" 30 CA
[*]
[*]
2M9861
MODEL 6060 PUMP NON-DEHP 1.2 30 CA
[*]
[*]
2M9862
MODEL 6060 PUMP NON-DEHP 0.22 30 CA
[*]
[*]
2L9001
250 ML DRUG RESERVOIR
30 CA
[*]
[*]
2L9000
100 ML DRUG RESERVOIR
30 CA
[*]
[*]
560100
*
MODEL 6060 PUMP NON-VENTED 78" 30 CA
[*]
[*]
560110
*
MODEL 6060 PUMP NON-VENTED 110 30 CA
[*]
[*]
560112L *
MODEL 6060 PUMP ADMINISTRATI 30 CA
[*]
[*]
560112GEL * MODEL 6060 PUMP
ADMINISTRATI 30 CA
[*]
[*]
560113
*
MODEL 6060 PUMP MICROBORE/ 30
CA
[*]
[*]
560122L *
MODEL 6060 PUMP ADMINISTRATION 30 CA
[*]
[*]
560200100 * 100 ML DRUG
RESERVOIR W/FILL 30 CA
[*]
[*]
560500100
FINISHED GOOD-100ML DRUG RESER 30 CA
[*]
[*]
560500250
FINISHED GOOD- 250ML DRUG RESE 30 CA
[*]
[*]
567100
*
MODEL 6060 PUMP NON-DEHP 78" 30 CA
[*]
[*]
567112L *
FINISHED GOOD MODEL 6060 PUMP 30 CA
[*]
[*]
567122L *
MODEL 6060 PUMP NON-DEHP 0.22 30 CA
[*]
[*]
606050
# MODEL 6060
BATTERY ELIMINATOR/ 1 EA
[*]
[*]
606060
# MODEL 6060
RECHARGEABLE EXTERN 1 EA
[*]
[*]
606070
* # MODEL 6060
PUMP HOLDER & POLE 1 EA
[*]
[*]
606086
# SECURITY KEY
(FOR SABRASAFE AN 1 EA
[*]
[*]
606601
# MODEL 6060
SLIM PACK UP TO 100 1 EA
[*]
[*]
606602
# MODEL 6060
BACKPACK UP TO 3000 1 EA
[*]
[*]
</TABLE>
# = Not included in calculation of
Incentives, MCV or Inventory Management
Program
* = Limited Inventory available
Confidential
1 of 2
<PAGE>
SCHEDULE A-1
CORAM, INC.
DENVER, CO
34251865
60 MONTH LEASING OPTION
<TABLE>
<CAPTION>
LEASE
PRODUCT NUMBER
PRODUCT DESCRIPTION
TERM WARRANTY
LEASING PAYMENT
--------------
------------------------------------------- -----
--------
------------------------------------
<S>
<C>
<C>
<C>
<C>
2M9832
6060 Multi-Therapy Ambulatory Infusion Pump 60
24
As Set forth in the Equipment Lease
Agreement.
</TABLE>
PURCHASE OPTION
<TABLE>
<CAPTION>
PRODUCT NUMBER
PRODUCT DESCRIPTION
WARRANTY PURCHASE
PRICE
--------------
-------------------------------------------
--------
--------------
<S>
<C>
<C>
<C>
2M9832
6060 Multi-Therapy Ambulatory Infusion Pump
24 $
1,600.000
</TABLE>
Confidential
<PAGE>
EXHIBIT B
AGREEMENT WITH BAXTER HEALTHCARE CORPORATION
FACILITIES OWNED OR CONTROLLED BY PURCHASER
*SEE ATTACHED FACILITY ROSTER
STATEMENT
Coram agrees that the Products purchased
under the Agreement between Coram and
Baxter Healthcare Corporation are for the
exclusive use of the above facilities
and their patients only. Coram represents
that it and each of the above
Facilities have all required local, state
and federal licenses applicable to the
sale and use of the Products.
CORAM, INC.
BY: /s/ FRANK GEIGER
------------------------------
NAME: Frank Geiger
----------------------------
TITLE: Senior Vice President, MM
---------------------------
DATE: 12/23/2003
----------------------------
Confidential
<PAGE>
<Table>
<Caption>
NAME / DBA
ADDRESS
SUITE /FL
CITY
----------
-------
---------
----
<S>
<C>
<C>
<C>
Coram Healthcare Corporation of Alabama
400 Riverhills Business Park
Suite 435
Birmingham
Coram Alternate Site Services, Inc.
1725 West First Street
**
Tempe
Coram Alternate Site Services, Inc.
3390 North Campbell Avenue
Suite 130
Tucson
Coram Alternate Site Services, Inc.
8804 Balboa Avenue
**
San Diego
Coram Healthcare Corporation of Northern
California 3160 Corporate
Place
**
Hayward
Coram Healthcare Corporation of Northern
California 1803 Tribute
Road
Suite B
Sacramento
Coram Healthcare Corporation of Southern
California 1049 Grand
Central Avenue
**
Glendale
Coram Healthcare Corporation of Southern
California 4355 East Lowell
Street
Suite C
Ontario
Coram Healthcare Corporation of Southern
California 3002 Dow Avenue
Suite 104
Tustin
Coram Healthcare Corporation of Southern
California 6483 Calle Real
Units A-C
Goleta
Kern Home Health Resources dba Coram
Healthcare
3101 Sillect Avenue
#109
Bakersfield
Coram Alternate Site Services, Inc.
7042 South Revere Parkway
Suite 490
Centennial
Coram Alternate Site Services, Inc.
7 Barnes Industrial Park Road **
Wallingford
Coram Alternate Site Services, Inc.
9143 Phillips Highway
Suite 300
Jacksonville
Coram Healthcare Corporation of Florida
6204 Benjamin Road
Suite 200
Tampa
Coram Healthcare Corporation of Southern
Florida
10021 Pines Blvd
Suite 102
Pembroke Pines
Coram Alternate Site Services, Inc.
2140 Newmarket Parkway
Suite 106
Marietta
Home Care Hawaii L.L.P
94-479 Ukee
Street
**
Waipahu
Coram Alternate Site Services, Inc.
3513 Vine Court
**
Davenport
Coram Alternate Site Services, Inc.
5523 Kendall Street
**
Boise
Coram Alternate Site Services, Inc.
1471 Business Center Drive
Suite 500
Mt. Prospect
Coram Alternate Site Services, Inc.
7114 Lakeview Parkway
Suite 111
Indianapolis
Coram Alternate Site Services, Inc.
431 Fernhill Avenue
**
Fort Wayne
Coram Healthcare Corporation of Indiana
1290 Arrowhead Court, Suite A **
Crown Point
Coram Alternate Site Services, Inc.
7707 East Osie
#401
Wichita
Coram Alternate Site Services, Inc.
8013 Flint
**
Lenexa
Coram Alternate Site Services, Inc.
115 James Drive West
#100, Westside One St. Rose
Coram Healthcare Corporation of
Massachusetts
233 South Street
**
Hopkinton
Coram Healthcare Corporation of Greater D.C
7150 Columbia Gateway Drive
Suite E
Columbia
Coram Alternate Site Services, Inc.
45801 Mast Street
**
Plymouth
Coram Alternate Site Services, Inc.
4665 44th Street, SE
Suite 190
Grand Rapids
Coram Healthcare Corporation of Michigan
4915 Contec Drive
**
Lansing
Coram Alternate Site Services, Inc.
2345 Waters Drive
**
Mendota Heights
Coram Homecare of Minnesota, Inc.
2345 Waters Drive
**
Mendota Heights
Coram Alternate Site Services, Inc.
423 Main Street Avenue
**
Moorhead
Coram Alternate Site Services, Inc.
13205 Lakefront Drive
**
Earth City
<Caption>
NAME / DBA
ST ZIP
PHONE
FAX
----------
-- ---
-----
---
<S>
<C> <C>
<C>
<C>
Coram Healthcare Corporation of Alabama
AL
35242
(205) 995-8117
(205) 995-8165
Coram Alternate Site Services, Inc.
AZ
85281
(480) 968-1199
(480) 967-1367
Coram Alternate Site Services, Inc.
AZ
85719- (520) 881-4053
(520) 881-4269
Coram Alternate Site Services, Inc.
CA
92123
(858) 576-6969
(858) 974-6606
Coram Healthcare Corporation of Northern
California CA
94545
(510) 732-8800
(510) 732-8801
Coram Healthcare Corporation of Northern
California CA
95815
(916) 565-7233
(916) 567-8255
Coram Healthcare Corporation of Southern
California CA
91201
(818) 543-5169
(818) 543-6128
Coram Healthcare Corporation of Southern
California CA
91761
(909) 605-0010
(909) 605-0024
Coram Healthcare Corporation of Southern
California CA
92780-
(714) 665-1121
(714) 665-1131
Coram Healthcare Corporation of Southern
California CA
93117-
(805) 692-1130
(805) 692-1170
Kern Home Health Resources dba Coram
Healthcare
CA
93308
(661) 325-8326
(661) 325-6509
Coram Alternate Site Services, Inc.
CO
80112
(303) 799-0093
(303) 790-0633
Coram Alternate Site Services, Inc.
CT
06492-
(203) 284-8558
(203) 284-8580
Coram Alternate Site Services, Inc.
FL
32256
(904) 363-3089
(904) 363-2159
Coram Healthcare Corporation of Florida
FL
33634
(813) 884-6987
(813) 886-3357
Coram Healthcare Corporation of Southern
Florida
FL
33024-
(954) 430-3216
(954) 430-3116
Coram Alternate Site Services, Inc.
GA
30067
(770) 952-3021
(770) 952-6840
Home Care Hawaii L.L.P
HI
96797-4212
(808) 677-1288
(808) 677-2611
Coram Alternate Site Services, Inc.
IA
52806
(563) 386-3220
(563) 386-4715
Coram Alternate Site Services, Inc.
ID
83706
(208) 323-0303
(208) 323-0381
Coram Alternate Site Services, Inc.
IL
60056
(847) 294-6422
(847) 294-6185
Coram Alternate Site Services, Inc.
IN
46268
(317) 297-9600
(317) 299-3539
Coram Alternate Site Services, Inc.
IN 46805
(260) 484-4442
(260) 484-4637
Coram Healthcare Corporation of Indiana
IN
46307-
(219) 661-0272
(219) 661-8515
Coram Alternate Site Services, Inc.
KS
67207
(316) 683-9414
(316) 683-3469
Coram Alternate Site Services, Inc.
KS
66214
(913) 599-1090
(913) 599-1195
Coram Alternate Site Services, Inc.
LA
70087
(504) 466-5932
(504) 468-8310
Coram Healthcare Corporation of
Massachusetts
MA
01748-
(508) 435-7180
(508) 435-2489
Coram Healthcare Corporation of Greater D.C
MD
21046
(410) 720-6501
(410) 720-6460
Coram Alternate Site Services, Inc.
MI
48170
(734) 454-0800
(734) 454-0614
Coram Alternate Site Services, Inc.
MI
49512
(616) 940-1961
(616) 940-0496
Coram Healthcare Corporation of Michigan
MI
48910-
(517) 394-0106
(517) 394-0109
Coram Alternate Site Services, Inc.
MN
55120
(651) 452-5600
(651) 452-9531
Coram Homecare of Minnesota, Inc.
MN
55120-
(651) 452-5600
(651) 452-9531
Coram Alternate Site Services, Inc.
MN
56560-2657
(218) 233-2210
(218) 233-8098
Coram Alternate Site Services, Inc.
MO
63045-
(314) 656-5110
(314) 656-5114
</Table>
<PAGE>
<Table>
<Caption>
NAME / DBA
ADDRESS
SUITE /FL
CITY
----------
-------
---------
----
<S>
<C>
<C>
<C>
SSM Infusion Services, LLC
1992
Innerbelt Business Center Drive **
Overland
Coram Healthcare Co