This Employment Agreement (this "Agreement") is entered into effective June 15, 2000 (the "Effective Date"), by
and between DaVita Inc. ("Employer") and Joseph C. Mello ("Employee").
In consideration of the mutual covenants and agreements hereinafter set forth and for other good and valuable
consideration, the parties hereto, intending to be legally bound hereby, agree as follows:
Section 1. Employment and Duties. Employer hereby employs Employee to serve as Chief Operating Officer.
Employee accepts such employment on the terms and conditions set forth in this Agreement. Employee shall
perform the duties of Chief Operating Officer of the Employer and shall perform such other duties as may be
assigned from time to time by the Chief Executive Officer. Employee agrees to devote substantially all of his time,
energy, and ability to the business of Employer on a full-time basis, provided, however, that from the date hereof
until October 2, 2000, or such earlier date as Employee may determine (the "Transition Period"), Employee shall
be employed on a part-time basis to enable Employee to complete the transition from his former employer (the
"Transition Activities"). Except for the Transition Activities during the Transition Period, Employee shall not
engage in any other business activities during the term of this Agreement. Employee shall at all times observe and
abide by the Employer's policies and procedures as in effect from time to time.
Section 2. Compensation. In consideration of the services to be performed by Employee hereunder, Employee
shall receive the following compensation and benefits:
2.1 Base Salary. Employee shall be paid a base salary of $325,000 per annum, less standard withholdings and
authorized deductions, provided, however, that Employee will initially earn a salary of $2,700 per month during
the Transition Period, which salary shall be increased proportionally to any significant increase in Employee's
workload during the Transition