<PAGE>
                                                                    EXHIBIT 10.2

                                            [*] CERTAIN CONFIDENTIAL INFORMATION
                                           CONTAINED IN THIS DOCUMENT, MARKED BY
                                            BRACKETS, HAS BEEN OMITTED AND FILED
                                     SEPARATELY WITH THE SECURITIES AND EXCHANGE
                                                                     COMMISSION.


                              SECOND AMENDMENT TO
                           HEMOPHILIA PRODUCT VOLUME
                              COMMITMENT AGREEMENT


Second Amendment to Hemophilia Product Volume Commitment Agreement ("Second
Amendment") effective this 24th day of September, 2003, by and between Baxter
Healthcare Corporation, a Delaware corporation, through its BioScience business
unit, with offices at One Baxter Parkway, Deerfield, Illinois 60015 (hereinafter
referred to as "Baxter"), and Coram, Inc., with offices at 1675 Broadway, Suite
900, Denver, Colorado 80202 ("Purchaser"). Baxter and Purchaser are collectively
referred to hereinafter as the "Parties".

                                    RECITALS

WHEREAS, Baxter and Purchaser entered into a Hemophilia Product Volume
Commitment Agreement ("VCC Agreement") effective December 19, 2001 and amended
from time to time (collectively, the VCC Agreement and all of its amendments are
referred to herein as the "Agreement");


WHEREAS, the Parties desire to amend the Agreement for the purpose of:

     1.   revising Section 1;

     2.   revising Section 3;

     3.   revising Section 4;

     4.   revising Section 5;

     5.   revising Schedule A; and

     6.   revising Schedule C-1.

Now therefore, it is hereby agreed as follows:

     1.   Section 1. Definitions is hereby amended to (a) delete and restate
          Paragraphs 1.2, 1.3, 1.13, and (b) add Paragraph 1.15, as follows:

          "1.2 'Base Level Product Volumes' shall mean the annual volume of
          Recombinant Hemophilia Product and rAHF-PFM (as defined in Paragraph
          1.15) for each year as set forth in Schedule A-1.

          "1.3 'Competitor' shall mean (i) those entities listed on Schedule B
          attached hereto and (ii) any person or entity which either itself or
          through any of its affiliates manufactures, or is actively seeking
          government or regulatory approval to manufacture or market, any
          recombinant or plasma derived therapeutic protein product for the
          treatment of hemophilia that could reasonably be expected to serve as
          substitutes for Plasma Based Hemophilia Products, Recombinant
          Hemophilia Product or rAHF-PFM.

          "1.13 'Therapeutic Products' shall mean Recombinant Hemophilia
          Product, Plasma Based Hemophilia Products and rAHF-PFM.

          "1.15 'rAHF-PFM' shall mean ADVATE rAHF-PFM.



                                  Page 1 of 8

<PAGE>

     2.   Paragraph 3.1 is hereby deleted and restated as follows:

          "3.1 Term. The term of this Agreement will be from the Effective Date
               through December 31, 2005, unless terminated earlier pursuant to
               the provisions of Section 3. Thereafter, the Agreement will
               remain in effect for successive [*]. The Agreement may be
               terminated by either Party by providing written notice of
               termination from one Party to the other Party not later [*] prior
               to the expiration of the term then in effect."

     3.   Section 4, Paragraphs 4.1 Prices and 4.3 Terms are hereby deleted and
          amended as follows;

          "4.1 Prices. Purchaser will purchase Therapeutic Products and Other
               Produce for Home Care Patients from Baxter and Baxter will sell
               Therapeutic Products and Other Products for Home Care Patients to
               Purchaser at the prices specified in Schedule C-2. The prices
               specified in Schedule C-2 will be in effect as stated in Schedule
               C-2. As to Recombinant Hemophilia Product, Hemofil M AHF, FEIBA
               VH Anti-Inhibitor Coagulation Concentrate, Bebulin VH Factor IX
               Complex and Proplex T Factor IX, effective [*], Baxter may
               increase the prices specified in Schedule C-2 for calendar year
               [*] by up [*]. Thereafter, for each subsequent year that this
               Agreement is in effect, Baxter reserves the right to increase all
               prices set forth in Schedule C-2 by up [*] over the prices for
               the previous year, except as provided in Section 4.2 below.

          4.3  Terms. Baxter will provide Purchaser with an invoice for payment
               upon the delivery of Therapeutic Products and Other Products.
               Payment of an invoice in full within [*] of the invoice date will
               entitle Purchaser to [*] discount off the invoice price. Invoices
               will be paid in full not later than [*] after the invoice date.
               If unpaid after [*] of the invoice date, the invoice will be
               considered past due and will bear a service charge at the rate of
               [*] per month (or the highest amount allowed by law, if lower) of
               the invoiced amount.

     4.   Section 5. Minimum Supply Purchase Commitments is hereby amended to
          (a) delete and restate Paragraphs 5.1, 5.2, 5.3 and 5.4 and (b) add
          Paragraphs 5.7 and 5.8 as follows:

          "5.1 Recombinant Hemophilia Product and rAHF-PFM Minimum
               Supply/Purchase Commitments. For each year this Agreement remain,
               in effect, Baxter will supply Purchaser, and Purchaser will
               purchase from Baxter, the annual Base Level Product Volumes of
               Recombinant Hemophilia Product and rAHF-PFM set forth in Schedule
               A-1 for each year. At the end of any year that this Agreement is
               in effect, if Purchaser's purchases have not met such minimum
               purchase thresholds, Baxter shall provide Purchaser with written
               notice of the unit amount of the shortfall. Purchaser shall have
               [*] days from receipt of such notice to make such purchases of
               Recombinant Hemophilia Product and/or rAHF-PFM necessary to meet
               the minimum unit purchase requirements. In the event Purchaser
               breaches this Agreement by failing to satisfy its unit purchase
               commitments for Recombinant Hemophilia Product and/or rAHF-PFM,
               as set forth under this Section 5.1, then Baxter, in addition to
               any other relief available to it, will be entitled to monetary
               damages for lost profits for such shortfalls. In the event Baxter
               fails to make delivery or repudiates or Purchaser rightfully
               rejects or justifiably


                                   Page 2 of 8

<PAGE>
                  revokes acceptance, then with respect to the Therapeutic
                  Products involved, Baxter shall either (i) offer substitute
                  therapeutics (recombinant derived product for Recombinant
                  Hemophilia Product or rAHF-PFM, plasma derived product for
                  Plasma Based Hemophilia Products), as an accommodation, or
                  (ii) Baxter shall pay to the Purchaser an amount equal to [*]
                  of the then applicable invoice price for the Therapeutic
                  Products involved as liquidated damages, which figure shall
                  include both incidental and consequential damages. Baxter
                  shall in each quarter tender delivery and Purchaser will
                  purchase at least [*] of the then applicable Quarterly Base
                  Level Product Volume of Recombinant Hemophilia Product and
                  rAHF-PFM for such quarter and shall tender delivery of the
                  full amount by the end of the calendar year.

         "5.2     Adjustments to Base Level Product Volumes. Within [*]
                  after each calendar quarter, Purchaser will provide to
                  Baxter a written statement of its Base Level Product Volumes
                  adjusted to include purchases of Recombinant Hemophilia
                  Product and rAHF-PFM attributable to entities acquired by
                  Purchaser during the immediately prior quarter. If the
                  acquired entity either has recorded Recombinant Hemophilia
                  Product and/or rAHF-PFM sales or a Base Level Product Volume,
                  Purchaser may elect to receive up to [*] of the acquired
                  entities' purchases of Recombinant Hemophilia Product and/or
                  rAHF-PFM in the most recent calendar year prior to their
                  acquisition by Purchaser. The total unit volume provided to
                  Purchaser will be calculated by identifying recorded sales
                  made by Baxter to the acquired entity up to the date of
                  acquisition in the current year and subtracting this unit
                  volume from the number of units Purchaser elected to receive.
                  This unit volume will be incorporated into the Base Level
                  Product Volume for purposes of this Agreement. For
                  acquisitions made prior to [*], the Base Level Product Volumes
                  adjustment will be in the amount up to [*] of the acquired
                  entity's [*] purchases of Recombinant Hemophilia Product.

         "5.3     Additional Supply. If Purchaser's forecasted demand for
                  Recombinant Hemophilia Product and/or rAHF-PFM exceeds the
                  Base Level Product Volumes, subject to the terms of Sections
                  6.1 and 10.1, Baxter will use reasonable efforts to provide
                  available Recombinant Hemophilia Product and/or rAHF-PFM to
                  Purchaser to meet this excess forecasted demand on a priority
                  basis. As supply increases, Baxter will endeavor to make
                  additional quantities of Recombinant Hemophilia Product and/or
                  rAHF-PFM, from the addition of new patients or from the
                  increased usage of product by existing patients due
                  to prescribed prophylactic dosing or other existing patient
                  requirements. This priority commitment shall be on a pro-rata
                  basis among (i) Hemophilia Specialty Pharmacy Providers, (ii)
                  firm product supply commitments made to customers purchasing
                  under committed volume contracts in effect as of the Effective
                  Date ("Prior Committed Volumes"), (iii) product supply
                  commitments required by any Government Program ("Government
                  Program Committed Volumes"), and (iv) volume
                  commitments/obligations to PHS customers ("PHS Committed
                  Volumes"). In order to be eligible for priority under this
                  Section 5.3, Purchaser must notify Baxter of its desire to
                  purchase Recombinant Hemophilia Product in amounts exceeding
                  the Base Level Product Volumes.

         "5.4     Supply Constraints. In the event a Force Majeure event
                  described in Section 10.1 hereof requires Baxter to limit
                  deliveries and redistribute available supply of Recombinant
                  Hemophilia Product and/or rAHF-PFM, then Baxter will be
                  relieved of its Base Level Product Volumes commitment. In such
                  an event, Baxter will first make Recombinant Hemophilia
                  Product and/or rAHF-PFM available to meet Purchaser and other
                  Hemophilia Specialty Pharmacy Providers' Base Level Product
                  Volumes, the Prior Committed Volumes, the Government Program
                  Committed Volumes and the PHS Committed Volumes (all four
                  collectively referred to as "Firm Commitments"). If a Force
                  Majeure event prevents Baxter from supplying the Firm
                  Commitments, then



                                  Page 3 of 8
<PAGE>

          Baxter's available supply will be made available on a pro-rata basis
          to (i) customers with Firm Commitment, (ii) Baxter's emergency needs
          inventory, and (iii) customers with previously accepted firm orders
          for delivery in that quarter. If Baxter's supply of Recombinant
          Hemophilia Product and/or rAHF-PFM to Purchaser is reduced as a result
          of pro-rata distribution pursuant to this Section 5.4, Purchaser's
          commitments to purchase Recombinant Hemophilia Product and/or rAHF-PFM
          set forth in Section 5.1 will be reduced by an equivalent amount.

     "5.7 Purchase Commitment.

          "a.  As to Hemofil M AHF only, the Base Level Product Volume is set
               forth in Exhibit C-2. No later than [*], the Parties will
               commence good-faith discussions between their designees toward
               setting the Base Level Product Volume effective [*] of Hemofil M
               AHF. Thereafter, no later than [*] of each subsequent year this
               Agreement is in effect, the Parties will commence good-faith
               discussions between their designees toward setting the Base Level
               Product Volume for Hemofil M AHF.

               "Should the Parties fail to reach an agreement as to the Base
               Level Product Volume for Hemofil M AHF for any period of time
               that this Agreement is in effect prior to [*].

          "b.  As to Recombinant Hemophilia Product and/or rAHF-PFM only, the
               Base Level Product Volumes are set forth in Exhibit A-1.
               Thereafter, no later than [*] of each subsequent year this
               Agreement is in effect, the Parties will commence good-faith
               discussions between their designees toward setting the Base Level
               Product Volume for Recombinant Hemophilia Product and/or
               rAHF-PFM.

               "Should the Parties fail to reach an agreement as to the Base
               Level Product Volume for Recombinant Hemofilia Product and/or
               rAHF-PFM for any period of time that this Agreement is in effect
               prior to [*] of said year, [*]

     "5.8 Assortment. Purchaser shall specify its assortment when placing its
          order, and Baxter shall make commercially reasonable efforts to meet
          Purchaser's expectations; however, Baxter cannot guarantee assortment
          on any Therapeutic Product. Purchaser's specific assortment needs may
          be discussed with Baxter Customer Service at time of order placement
          by calling 1-800-423-2090. If Baxter is unable to comply with
          Purchaser's specifications, then Baxter reserves the right to make
          reasonable and substitutions and will so inform Purchaser."

5.   Schedule A is hereby deleted, and the Agreement is hereby amended so that
     all references to such Schedule shall be to the new Schedule A-1 of the
     Agreement attached hereto.

6.   Schedule C-1 is hereby deleted, and the Agreement is hereby amended so that
     all references to such Schedule shall be to the new Schedule C-2 of the
     Agreement attached hereto.


                                  Page 4 of 8
<PAGE>
7.       This Second Amendment will be effective until the expiration of the
         term of the Agreement (unless further amended in accordance with the
         terms of the Agreement).

8.       In the event of any conflict between the Agreement and its associated
         schedules and this Second Amendment and its associated schedules, the
         provisions of this Second Amendment and its associated schedules shall
         be controlling. Except as specifically modified herein, the terms and
         conditions of the Agreement are hereby affirmed, confirmed and
         ratified.

IN WITNESS WHEREOF, the Parties have caused this Third Amendment to be executed
by their duly authorized representatives:


PURCHASER:                              BAXTER:

Coram, Inc.                             Baxter Healthcare Corporation
                                        Through its BioScience business unit
                                        Sales and Marketing North America region

By: /s/ Scott Danitz                    By: /s/ Jim Hauert
   ------------------------------          -------------------------------------
Name:   Scott Danitz                    Name:   Jim Hauert
     ----------------------------            -----------------------------------
Title:  SVP, CFO & Treasurer            Title:  VP Marketing
      ---------------------------             ----------------------------------
                                                10-01-03


                                  Page 5 of 8

<PAGE>
                                  SCHEDULE A-1

                     Amended Recombinant Hemophilia Product

                                Recombinate rAHF
                           Base Level Product Volumes

Year                          Base Level Volumes (In Units)
----                          -----------------------------

2003                          [*]

2004                          [*]

2005                          [*]



                                ADVATE rAHF-PFM
                           Base Level Product Volumes

Year                          Base Level Volumes (In Units)
----                          -----------------------------

2003                          [*]

2004                          [*]

2005                          [*]



                                  Page 6 of 8
<PAGE>
                                  SCHEDULE C-2

                         PRICES AND VOLUME COMMITMENTS

    EFFECTIVE THE EFFECTIVE DATE OF THIS AMENDMENT THROUGH DECEMBER 31, 2003


<Table>
<Caption>
                                                                                                    NEW STOCKING         VOLUME
THERAPEUTIC PROTEIN                                         LIST NUMBER          PRICE/UNIT            ORDER           COMMITMENT
-------------------                                         -----------          ----------         ------------       ----------
<S>                                                  <C>                         <C>                   <C>           <C>
Factor VIII Recombinate* rAHF                        060-351: 060-352: 060-353   [*]                   N/A           [*]

Factor VIII ADVATE** (rAHF-PFM).                          060-110:060-111        [*]                   N/A           [*]
                                                          060-112:060-113

Factor VIII Hemofil* M AHF                                060-792:060-793:       [*]                   N/A           [*]
                                                          060-795:060-796

FEIBA** VH Anti-Inhibitor Coagulation Concentrate              922204            [*]                   N/A           [*]

Bebulin VH Factor IX Complex                                   924402            [*]                   N/A           [*]

Proplex T Factor IX                                           060-739            [*]                   N/A           [*]
</Table>

              EFFECTIVE JANUARY 1, 2004 THROUGH DECEMBER 31, 2004

<Table>
<Caption>
                                                                                                    NEW STOCKING         VOLUME
THERAPEUTIC PROTEIN                                         LIST NUMBER          PRICE/UNIT            ORDER           COMMITMENT
-------------------                                         -----------          ----------         ------------       ----------
<S>                                                  <C>                         <C>                   <C>           <C>
Factor VIII Recombinate* rAHF                        060-351: 060-352: 060-353   [*]                   N/A           [*]
                                                                                 [*]
Factor VIII ADVATE** (rAHF-PFM).                          060-110:060-111        [*]                   N/A           [*]
                                                          060-112:060-113

Factor VIII Hemofil* M AHF                                060-792:060-793:       [*]                   N/A           [*]
                                                          060-795:060-796        [*]                                 [*]

FEIBA** VH Anti-Inhibitor Coagulation Concentrate              922204            [*]                   N/A           [*]
                                                                                 [*]

Bebulin VH Factor IX Complex                                   924402            [*]                   N/A           [*]
                                                                                 [*]

Proplex T Factor IX                                           060-739            [*]                   N/A           [*]
                                                                                 [*]
</Table>

                                  Page 7 of 8
<PAGE>
                                  SCHEDULE C-2

                   PRICES AND VOLUME COMMITMENTS (CONTINUED)

              EFFECTIVE JANUARY 1, 2005 THROUGH DECEMBER 31, 2005

<Table>
<Caption>
                                                                                                New Stocking              Volume
      Therapeutic Protein                     List Number                 Price/Unit               Order                Commitment
--------------------------------        -----------------------          -------------          ------------          --------------
<S>                                     <C>                              <C>                    <C>                   <C>
Factor VIII Recombinate* rAHF           06-351;060-352; 060-353          [*]                       N/A               [*]
                                                                         [*]

Factor VIII ADVATE** (rAHF-PFM).            060-110:060-111              [*]                       N/A               [*]
                                            060-112:060-113

Factor VIII Hemofil* M AHF                  060-792:060-793:             [*]                       N/A               [*]
                                            060-795:060-796              [*]                                         [*]

FEIBA** VH Anti-Inhibitor                        922204                  [*]                       N/A               [*]
Coagulation Concentrate                                                  [*]

Bebulin VH Factor IX Complex                     924402                  [*]                       N/A               [*]
                                                                         [*]

Proplex T Factor IX                              060-739                 [*]                       N/A               [*]


</Table>

----------
 *Hemofil, Proplex, Recombinate and ADVATE are trademarks of Baxter
  International, Inc. Hemofil and Proplex are registered with the US Patent and
  Trademark Office.
**FEIBA and Bebulin are trademarks of Baxter AG and are registered with the US
  Patent and Trademark Office.



                                  Page 8 of 8