Exhibit 10.10


 





Sixth
AMENDMENT


TO THE PRIME VENDOR AGREEMENT


___________________________


 


This Sixth Amendment to
the Prime Vendor Agreement (the “Sixth Amendment”) is made and entered into by and between Dougherty's Holdings,
Inc. (“Buyer”) and Cardinal Health 110, LLC and Cardinal Health 112, LLC (collectively referred to herein as
“Cardinal Health”).


 


Recitals


 


Whereas,
as part of an internal reorganization, a portion of the assets utilized to perform the obligations of Cardinal Health under the
Agreement have been transferred from Cardinal Health 411, Inc. to Cardinal Health 112, LLC, an indirect, wholly-owned subsidiary
of Cardinal Health, Inc. Therefore, in addition to Cardinal Health 110, LLC and Cardinal Health 112, LLC shall be added as a party
to the Agreement. 


 


WHEREAS,
Cardinal Health and Buyer are parties to that certain Prime Vendor Agreement that was effective as of May 1, 2014 (hereinafter
“Agreement”); and 


 


WHEREAS,
the parties entered into that certain First Amendment to the Agreement that was effective May 1, 2015 (the “First
Amendment”); and


 


WHEREAS,
the parties entered into that certain Second Amendment to the Agreement that was effective July 1, 2015 (the “Second
Amendment”); and


 


WHEREAS,
the parties entered into that certain Third Amendment to the Agreement that was effective October 1, 2015 (the “Third
Amendment”); and


 


WHEREAS, on June 11, 2015 Dougherty's Pharmacy
McAlester, LLC DBA The Medicine Shoppe was added as a Pharmacy to the Agreement; and


 


WHEREAS, on August 21, 2015 Dougherty's Pharmacy
Springtown, LLC was added as a Pharmacy to the Agreement; and


 


WHEREAS,
the parties entered into that certain Fourth Amendment to the Agreement that was effective January 1, 2016 (the “Fourth
Amendment”); and


 


WHEREAS,
the parties entered into that certain Fifth Amendment to the Agreement that was effective November 1, 2016 (the “Fifth
Amendment”); and


 


WHEREAS,
Cardinal Health and Buyer desire to amend the Agreement as set forth in this Sixth Amendment (the, "Sixth Amendment").



 


Statement of Agreement


 


NOW,
THEREFORE, in return for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties
hereby agree as follows:


 


1.               
Capitalized Terms. All capitalized terms used in this Amendment not otherwise defined herein shall have the same
meaning as is ascribed to them in the Agreement.


 


 


____________________


[***] Indicates portions of
this exhibit have been omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confident
treatment.







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2.       Dougherty
Holdings, Inc. Generic Source Program Items Purchase Price. The Buyer shall be entitled to purchase generic Rx Products through
the Generic Source Program at [***].  As of the effective date of this Sixth Amendment, the Generic Source Program contract
portfolio to which the Buyer is attached is CHOICE Source. However, the parties hereby acknowledge and agree that the name of a
given Generic Source Program contract may change or that the specific contracts that comprise the Generic Source Program contract
portfolio to which the Buyer is attached may change from time to time.  In such an instance, the Buyer’s purchase price
shall continue to be the [***]. 


 


3.       Effectiveness.
To the extent provided herein, this Sixth Amendment supersedes or modifies any inconsistent provision of the Agreement.


 


4.       No
Other Changes. Except as amended by the provisions in this Sixth Amendment, the Agreement shall remain in full force and effect.


 


5.       Sixth Amendment Effective Date. This Sixth Amendment is effective as of December 1, 2016.


 


6.       Counterparts.
This Sixth Amendment may be executed in counterparts, each of which is deemed to be an original, and together all of which shall
constitute one and the same document.


 


IN WITNESS WHEREOF, the
parties have agreed to the foregoing:


 


 


	Dougherty's Holdings, Inc.	 	Cardinal Health 110, LLC
	16250 Knoll Trail Drive, Suite 102	 	Cardinal Health 112, LLC
	Dallas, TX 75248	 	7000 Cardinal Place
	 	 	Dublin, Ohio 43017
	 	 	 
	Telecopy __________________	 	Telecopy: (614) 757-6000
	 	 	 
	By: /s/ Andrew J. Komuves, Jr.                      	 	By: /s/ Christopher A. Gersitz                     
	Title: President of Pharmacies 	 	Title: Director, Territory Sales 
	Date: Dec. 1, 2016 	 	Date: Dec. 1, 2016 
	 	 	 
	Account Number ____________________________	 	
	 	 	 
	 	 	 





 


 


 


 


 


 


 


 


____________________


[***] Indicates portions of
this exhibit have been omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confident
treatment.






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