The Medicines Company
requests that the marked portions of the agreement be granted confidential treatment under
Rule 24b-2 of the Securities Exchange Act of 1934.
AMENDMENT NO. 2 TO
AMENDED AND RESTATED DISTRIBUTION AGREEMENT
This is Amendment No. 2 (this “Amendment” ) to the Amended and Restated Distribution Agreement,
effective as of February 28, 2007, between The Medicines Company , a Delaware corporation with offices at
8 Campus Drive, Parsippany, NJ 07054 (“ TMC ”), and Integrated Commercialization Solutions, Inc., a
California corporation with offices at 3101 Gaylord Parkway, Frisco, TX 75034 (the “Distributor” ). This
Amendment is effective as of October 1, 2008 (the “Effective Date”).
WHEREAS, TMC and Distributor are parties to the Amended and Restated Distribution Agreement,
effective as of February 28, 2007, as amended effective as of November 7, 2007 (the “Agreement” ), under
which Distributor distributes TMC’s product ANGIOMAX® (bivalirudin); and
WHEREAS, the parties now desire to amend the Agreement as more fully set forth herein;
NOW, THEREFORE, in consideration of the premises and the covenants and agreements contained herein,
and for other good and valuable consideration, the receipt of which are hereby acknowledged, the parties agree
1. Defined Terms . Capitalized terms that are not defined in this Amendment shall have the meanings given to
them in the Agreement.
2. Product Addition . The parties agree that a new product, Cleviprex™, shall be added to the Agreement
and accordingly the definition of Product in the Agreement shall be modified to include both ANGIOMAX®
(bivalirudin) and Cleviprex™ (clevidipine butyrate).
3. Exhibit A . Exhibit A (Operating Guidelines) to the Agreement is hereby deleted and replaced in its entirety
with the attached revised Exhibit A.
4. Exhibit B . Exhibit B (Commercial Price List) to the Agreement is hereby deleted and replaced in its