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                                                                    EXHIBIT 10.2




                          ADDITIONAL SERVICES AGREEMENT

         This Additional Services Agreement is entered into as of this 1st day
of January, 2000 by and between Biogen, Inc., through its offices located at 701
Green Valley Road, Suite 308, Greensboro, NC 27408 ("Biogen"), and Nova Factor,
Inc., with principal offices located at 1620 Century Center Parkway, Suite 109,
Memphis, TN 38134 ("Nova Factor").

         WHEREAS, Biogen has appointed Nova Factor as a preferred distributor of
Biogen's AVONEX(R) (Interferon beta - 1a) under the terms of a Distribution and
Services Agreement between the parties dated as of January 1, 2000 (the
"Distribution Agreement");

         WHEREAS, under the Distribution Agreement, Nova Factor has agreed to
provide reimbursement assistance and other customer services to end-users of
AVONEX(R) and to provide data reporting and other services to Biogen;

         WHEREAS, Biogen desires Nova Factor to perform certain additional
services for Biogen in connection with Biogen's customer services efforts
related to AVONEX(R) and Nova Factor is willing to provide such additional
services on the terms and conditions set forth in this Agreement;

         NOW THEREFORE, in consideration of the premises and mutual covenants
contained in this Agreement, the parties hereby agree as follows:


1.       DEFINITIONS.


1.1      "Access Program" shall mean the financial assistance program available
         to certain end-users of Product funded by Biogen and administered for
         Biogen by a third party administrator designated by Biogen.

1.2      "Adverse Event" shall have the meaning set forth in 21 CFR 600.80.

1.3      "Affiliates" shall mean, with respect to a given party, any
         corporation, firm, partnership or other entity which directly or
         indirectly controls or is controlled by or is under common control with
         such party. For purposes of this Section 1.3, "control" shall mean
         direct or indirect ownership of greater than fifty percent (50%) of the
         equity having the power to vote on or direct the affairs of the entity.

1.4      "Alliance Kit" shall mean a plastic ziplock bag containing five
         syringes, five MicroPins(R) and five needles intended for use with
         Product.




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1.5      "Alliance Program" shall mean a program established by Biogen to
         provide educational information and materials to persons using Product.

1.6      "Alliance Program Participant" shall mean an end-user of Product who
         has enrolled in the Alliance Program.

1.7      "Emergency Component Shipment" shall have the meaning set forth in
         Section 2.2(d).

1.8      "FDA" shall mean the United States Food and Drug Administration.

1.9      "Hotline Customer" shall mean an end-user who is referred to Nova
         Factor via the Reimbursement Hotline.

1.10     "Incentive Plan" shall have the meaning set forth in Section 10.2.

1.11     "IND" shall mean an Investigational New Drug application filed with the
         FDA.

1.12     "Investigator" shall mean a physician who, with the consent of Biogen,
         has filed and will be conducting research under an
         investigator-sponsored IND for investigational use of Product.

1.13     "Outcome Call" shall have the meaning set forth in Section 8.1 of this
         Agreement.

1.14     "Program Fee" shall have the meaning set forth in Section 3.4.

1.15     "Program Participant" shall have the meaning set forth in Section 3.2.

1.16     *

1.17     *

1.18     "Reimbursement Hotline" shall mean telephone access to reimbursement
         specialists at Nova Factor who are trained to answer or find answers to
         reimbursement questions and problems related to Product which such
         access is available through a telephone line at Nova Factor dedicated
         to calls transferred from Biogen, all as more fully described in
         Section 7.

1.19     *

1.20     "Replacement Components" shall mean diluent, syringes, MicroPins(R) and
         needles intended for use with Product.

1.21     "Services" shall mean the services to be provided by Nova Factor under
         this Agreement.


1.22     "Service Fee Schedule" shall mean the schedule of service fees attached
         to this Agreement as Schedule A.

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1.23     "Service Report" shall have the meaning set forth in Section 10.2.

1.24     "SOPs" shall mean the written standard operating procedures,
         specifications and instructions approved by both parties, as the same
         may be amended from time to time by the parties.

1.25     "Specifications" shall mean the specifications for Replacement
         Components provided to Nova Factor by Biogen, as updated by Biogen from
         time to time.

1.26     "Training Provider" shall mean Interim Healthcare, Inc. or such other
         company as Biogen shall engage to provide Product administration
         training services, and as to whose appointment Biogen shall notify Nova
         Factor in writing at least 14 days in advance of the engagement.

1.27     "Triaged Customer" shall mean an end-user (other than a Hotline
         Customer) who is referred to Nova Factor under the * or referred to
         Nova Factor by a Biogen customer support specialist, as contemplated
         under Distribution Agreement, but who decides not to use Nova Factor's
         home delivery services for delivery of Product.

1.28     "Hours" In calculating time periods in hours or days throughout this
         Agreement, except for purposes of Schedule C, weekends and holidays
         shall be excluded from the calculation.


2.       REPLACEMENT AND RETURN SERVICES.

2.1      Replacement Product.

         (a) Obligation. From time to time users of Product and physicians who
         prescribe Product will require replacement Product. Nova Factor agrees
         to act as a supplier of replacement Product for Biogen. Upon receipt of
         each authorization from a Biogen customer support specialist to send
         replacement Product to an end-user of Product or to a physician who has
         purchased Product, Nova Factor shall supply replacement Product from
         its inventory to the end-user at the end-user's home, other residence,
         office or similar location, as designated by the end-user, or to the
         physician at the physician's office, whether or not such person is a
         customer of Nova Factor.

         (b) Authorization. Authorization from Biogen's customer support
         specialist for Nova Factor to supply replacement Product shall be in
         the form of the transfer of the telephone call from the end-user or
         physician on Biogen's customer support line to Nova Factor followed by
         same-day written confirmation from the Biogen customer support
         specialist that replacement Product may be sent, such written
         confirmation to specify the quantity of replacement Product to be sent
         and to be in a form mutually agreeable to the parties.

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         (c) Shipment. Nova Factor shall supply replacement Product in one or
         more single dose packs or in the full package of four dose packs, as
         authorized by Biogen's customer support specialist. In no event shall
         Nova Factor open or alter the packaging of single dose packs of
         Product. Nova Factor shall package Product for shipment in insulated
         shipping units in accordance with the applicable SOP. Nova Factor shall
         ship replacement Product via Federal Express standard overnight
         delivery service or another mutually agreed to overnight carrier for
         delivery within twenty-four (24) hours of receipt of authorization from
         Biogen and notification to the patient, provided that Nova Factor has
         received a copy of the applicable prescription form. Nova Factor shall
         use reasonable efforts to obtain the prescription form for an end-user,
         as necessary, and to notify the end-user about the planned shipment in
         each case within twenty-four (24) hours of receipt of authorization
         from Biogen to ship replacement Product to such end-user. Nova Factor
         shall notify the appropriate Biogen customer support specialist in the
         event Nova Factor has not received the prescription form for an
         end-user within forty-eight (48) hours of receipt of authorization from
         Biogen.

2.2      Replacement Components.

         (a) Obligation. In addition to the Product replacement services
         specified under Section 2.1, Nova Factor shall, under the terms of this
         Agreement, act as a supplier of Replacement Components to end-users of
         Product (whether or not the end-users are Nova Factor customers) who
         have requested Replacement Components and whose requests have been
         approved by a Biogen customer support specialist.

         (b) Authorization. Approval from a Biogen customer support specialist
         for Nova Factor to supply Replacement Components shall be in the form
         of the transfer of the telephone call from the end-user on Biogen's
         customer support line to Nova Factor followed by same-day written
         confirmation from the Biogen customer support specialist. Upon receipt
         of a request from an end-user for Replacement Components, Nova Factor
         shall, using a qualified Nova Factor pharmacist, determine whether the
         supply of Replacement Components under the circumstances set forth by
         the end-user is appropriate and allowable, without a prescription,
         under applicable law.

         (c) Supply. If Nova Factor determines that the supply of Replacement
         Components is appropriate and allowable, without a prescription, under
         applicable law, Nova Factor shall supply the approved quantity and type
         of Replacement Components from a consignment inventory of Replacement
         Components provided by Biogen or from such other supply as Biogen shall
         approve and that is provided at Biogen's cost. Nova Factor shall send
         Replacement Components to an end-user at the end-user's home, other
         residence, office or similar location, as designated by the end-user.
         In the event Nova Factor determines that a prescription is required for
         the supply of Replacement Components to an end-user, Nova Factor shall
         use reasonable efforts to obtain the prescription from the end-user's
         physician within twenty-four (24) hours of the request. If Nova Factor,
         having used reasonable efforts, is unable to obtain a prescription from
         the



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         end-user's physician within five (5) business days of receipt of the
         request for Replacement Components or if Nova Factor otherwise
         determines that the supply of Replacement Components to an end-user is
         not appropriate, Nova Factor shall notify a Biogen customer support
         specialist.

         (d) Shipment. Nova Factor shall ship Replacement Components to
         end-users via first-class mail unless the end-user requires an
         emergency supply in which case Nova Factor shall ship the Replacement
         Components via Federal Express standard overnight delivery service or
         another mutually agreed to overnight carrier (an "Emergency Component
         Shipment"). Nova Factor shall ship Replacement Components within
         twenty-four (24) hours of receipt of the request, unless Nova Factor
         determines that a prescription is required in which case Nova Factor
         shall ship Replacement Components within twenty-four (24) hours of
         receipt of the applicable prescription. Nova Factor shall package
         Replacement Components in accordance with industry standards, and shall
         include in the package a Nova Factor pharmacy label. If Replacement
         Components are not received by the intended recipient, Nova Factor
         shall use reasonable efforts to track and retrieve the missing
         shipment.

         (e) Quality Assurance. Unless Biogen otherwise approves, Nova Factor
         shall, in fulfilling its supply obligation under this Section 2, use
         only Replacement Components from the inventory that has been provided
         by Biogen or from an inventory otherwise approved by Biogen. Nova
         Factor shall handle and store all Replacement Components in accordance
         with applicable SOPs. Nova Factor shall ensure for each shipment of
         Replacement Components to an end-user that a registered pharmacist or
         pharmacy technician acting under the direct supervision of a registered
         pharmacist has verified that the Replacement Components being shipped
         are the Replacement Components that were requested and authorized.

2.3      Other Suppliers. Biogen reserves the right to appoint other suppliers
         of replacement Product and Replacement Components.

2.4      Cooperation. At Biogen's request, Nova Factor shall cooperate with
         Biogen in investigating the need for replacement Product and
         Replacement Components.


3.       ACCESS PROGRAM SUPPLY SERVICES.

3.1      Service. In addition to the other services to be provided by Nova
         Factor under this Agreement, Nova Factor shall act as a supplier of
         Product to participants in Biogen's Access Program.

3.2      Enrollment and Contact. Biogen shall have sole responsibility for
         enrolling participants in the Access Program. Upon enrollment by Biogen
         of a participant in the Access Program (each a "Program Participant"),
         one of Biogen's customer support specialists or a representative of
         Biogen's Access Program administrator shall notify Nova Factor in



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         writing of the name, address and telephone number of the Program
         Participant and the amount of his or her spend-down, if any. Nova
         Factor shall obtain a copy of the applicable prescription form for the
         Program Participant. Within twenty-four (24) hours of receipt of notice
         under the preceding sentence, Nova Factor shall contact the Program
         Participant to obtain an order for Product. If the Program Participant
         has a spend-down component as part of the Access Program, the Program
         Participant may purchase the spend-down portion from Nova Factor or
         from another source. If the spend-down portion is purchased from Nova
         Factor, Nova Factor shall report on a monthly basis and either remit or
         credit against fees owed to it by Biogen the proceeds from the sale to
         Biogen. If the Program Participant purchases the spend-down portion
         from another source, Nova Factor shall obtain proof of purchase for the
         spend-down portion prior to shipping Product to the Program Participant
         under this Agreement.

3.3      Supply. Nova Factor shall supply Product to Program Participants from
         Nova Factor's inventory and shall deliver Product to the office of the
         Program Participant's physician within forty-eight (48) hours of
         receipt of each order. If the Program Participant requests delivery of
         Product to a location other than his or her physician's office, or if
         the physician refuses to accept delivery of the Product, Nova Factor
         shall notify Biogen, and Biogen will work with the Program Participant
         to determine an alternate shipping destination. Upon determination of
         an alternate shipping location, Biogen shall notify Nova Factor in
         writing of the address to which Product is to be shipped for the
         Program Participant, and Nova Factor shall then ship the Product in
         accordance with this Section. * Nova Factor shall package Product for
         shipment in insulated shipping units in accordance with the applicable
         SOP. Nova Factor shall ship Product to Program Participants via Federal
         Express standard overnight delivery services or another mutually agreed
         to overnight courier.

3.4      Participant Shipment Fees. As a condition to participation in the
         Access Program, Program Participants will agree to pay a shipment fee
         of * for each shipment of Product (other than the spend-down portion)
         after the initial shipment (the "Program Fee"). Nova Factor shall bill
         each Program Participant for the Program Fee, and shall send a
         follow-up reminder letter following the third shipment of Product if
         the Program Participant has not paid the Program Fee. Nova Factor shall
         apply the Program Fees collected for any month against the amount of
         the Access Program shipment fees owed by Biogen for such month under
         the Service Fee Schedule. Nova Factor shall not bill Program
         Participants for Product other than for the spend-down portion and for
         the amount of the Program Fees. Except to the extent expressly set
         forth in this paragraph, Nova Factor shall not be responsible for
         collecting Program Fees from Program Participants.

3.5      Follow-up; Change in Status. Nova Factor shall, to the extent
         consistent with applicable federal and state pharmacy laws, contact
         each Program Participant approximately one week before the Program
         Participant's supply of Product, assuming proper administration, will
         be depleted to determine if the person needs a new supply of Product.
         During each follow-up telephone call to a Program Participant under
         this Section 3.5, Nova Factor shall confirm that the Program
         Participant's insurance status or financial condition has not changed.
         If the Program Participant's insurance status or financial condition
         has changed, Nova Factor shall immediately notify Biogen or Biogen's
         third party Access Program

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         administrator. Nova Factor shall have no obligation to verify
         information received from a Program Participant as to insurance status.
         Nova Factor shall not ship Product to a Program Participant under this
         Section after Nova Factor receives written notice from Biogen or
         Biogen's third party Access Program administrator that the Program
         Participant is no longer eligible to participate in the Access Program.

3.6      Progress Checks. To the extent allowable under applicable law, Nova
         Factor's customer service representatives shall call each new Program
         Participant one to three weeks after such person has received an
         initial shipment of Product under this Section to check on the person's
         progress. In checking on a Program Participant's progress, Nova Factor
         shall use a script and checklist mutually agreeable to the parties. At
         Biogen's request, Nova Factor shall, during its telephone conversations
         with Program Participants, conduct additional clinical efficacy and
         customer satisfaction surveys provided by Biogen and report the
         resulting information to Biogen in a manner consistent with any
         applicable confidentiality restrictions. The parties shall negotiate,
         in advance, the fee for each additional survey initiated by Biogen.

4.       ALLIANCE PROGRAM.

4.1      Supply of Alliance Kits. As further additional services under this
         Agreement, Nova Factor shall supply one Alliance Kit to each Alliance
         Program Participant identified by Biogen. Nova Factor shall use its
         best efforts not to send more than one Alliance Kit to each Alliance
         Program Participant, and shall notify a Biogen customer support
         specialist promptly in the event an Alliance Program Participant
         submits more than one voucher. Nova Factor shall not ship Alliance Kits
         to any Alliance Program Participant in any state in which a
         prescription for any of the Replacement Components contained in the
         Alliance Kits is required without having first obtained the necessary
         prescription. In the event Nova Factor determines that a prescription
         is required to supply an Alliance Kit to an Alliance Program
         Participant, Nova Factor shall use reasonable efforts to obtain a
         prescription from the end-user's physician within twenty-four (24)
         hours of receipt of identification by Biogen. If Nova Factor, having
         used reasonable efforts, is unable to obtain a prescription from an
         end-user's physician within five (5) business days of receipt of
         identification by Biogen, Nova Factor shall notify a Biogen customer
         support specialist.

4.2      Delivery. Nova Factor shall ship Alliance Kits within two (2) business
         days of receipt of identification by Biogen, unless Nova Factor
         determines that a prescription is required in which case Nova Factor
         shall ship Alliance Kits within two (2) business days of receipt of the
         applicable prescription. Nova Factor shall send Alliance Kits via first
         class mail, unless otherwise agreed by the parties. Nova Factor shall
         package Alliance Kits in accordance with industry standards, and shall
         include on the Alliance Kit a Nova Factor pharmacy label.



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4.3      Components.

         (a) Source. Unless Biogen otherwise specifies, Nova Factor shall use
         Replacement Components in the Alliance Kits from the inventory supplied
         by Biogen.

         (b) Quality Assurance. For each shipment of an Alliance Kit to an
         end-user, Nova Factor shall ensure that a registered pharmacist or a
         pharmacy technician acting under the direct supervision of a registered
         pharmacist has verified that the Replacement Components contained in
         the Alliance Kit are as specified in this Agreement.


5.       SUPPLY OF PRODUCT FOR PHYSICIAN INVESTIGATIVE USE.

5.1      Service. As further additional services under this Agreement, Nova
         Factor shall, upon receipt of written authorization from Biogen, supply
         Product from Nova Factor's inventory to Investigators. Nova Factor
         shall package Product for shipment in insulated shipping units in
         accordance with the applicable SOP. Nova Factor shall ship Product to
         the location specified by the Investigator via Federal Express standard
         overnight delivery service or another mutually agreed to overnight
         courier for delivery within twenty-four (24) hours of receipt of the
         applicable authorization from Biogen. If the Investigator requests
         delivery of the Product to an end-user's home, Nova Factor shall obtain
         the necessary prescription from the physician. Product shall be
         supplied to Investigators under this Section at no cost to the
         Investigator.

5.2      Quantities. For the initial shipment of Product to an Investigator
         under this Section, Nova Factor shall deliver one package of Product (a
         one month's supply). For the next shipment to the Investigator, Nova
         Factor shall deliver two (2) packages of Product (a two (2) months'
         supply). For the final order of Product to an Investigator under a
         Biogen authorization, Nova Factor shall deliver three (3) packages of
         Product (a three (3) months' supply). Nova Factor shall not deliver
         more than a total of six (6) packages (a six months' supply) of Product
         to any Investigator without further authorization from Biogen.
         Notwithstanding anything herein to the contrary, in no event shall Nova
         Factor ship Product to any Investigator in a quantity more than the
         Investigator ordered or otherwise specified or in a quantity more than
         Biogen authorized or otherwise approved.


6.       *

7.       REIMBURSEMENT HOTLINE.

7.1      Hotline Services. As additional services under this Agreement, Nova
         Factor shall operate a Reimbursement Hotline through which end-users,
         physicians, nurses, pharmacies,

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         payors, providers and others referred to Nova Factor by Biogen's
         customer support specialists will be able to obtain assistance in
         answering reimbursement-related questions and resolving
         reimbursement-related issues and problems. Nova Factor shall make the
         Reimbursement Hotline accessible as one of the connection options
         available through the Nova Factor telephone line dedicated to calls
         transferred from Biogen's customer support specialists. Services to be
         provided by Nova Factor as part of the Reimbursement Hotline shall
         include, but shall not be limited to, using reasonable efforts * If an
         end-user or other person referred to Nova Factor on the Reimbursement
         Hotline has any questions related to Medicare coverage for Product,
         Nova Factor shall, unless otherwise specified by Biogen, transfer the
         person to the third party service provider designated by Biogen to
         provide further assistance on Medicare issues.

7.2      Delivery Options. In presenting the delivery options available to an
         end-user referred to Nova Factor via the Reimbursement Hotline, Nova
         Factor shall follow a script which accurately describes all potential
         methods of delivery available to the end-user and which is in a form
         mutually agreeable to Nova Factor and Biogen. If the end-user decides
         not to use Nova Factor's home delivery services for delivery of
         Product, Nova Factor shall use reasonable efforts to obtain the name,
         telephone number and fax number of the desired dispensing pharmacy, and
         shall provide to the dispensing pharmacy, by telephone or fax, all of
         the information in Nova Factor's possession regarding the end-user.

7.3      Staffing. Nova Factor shall use qualified and properly trained
         reimbursement specialists to answer calls on the Reimbursement Hotline.
         The number of reimbursement specialists made available by Nova Factor
         to answer calls on the Reimbursement Hotline shall be determined by the
         volume of calls, and shall be that number which is sufficient to ensure
         a high level of customer service and satisfaction. The parties
         acknowledge that a "high level of customer service and satisfaction"
         for purposes of the preceding sentence shall mean the answering of
         eight-five percent (85%) of telephone calls within thirty (30) seconds.
         If Biogen believes that the number of reimbursement specialists made
         available by Nova Factor to answer calls on the Reimbursement Hotline
         is not sufficient to ensure a high level of customer service and
         satisfaction, Biogen shall notify Nova Factor and the parties shall
         meet to determine what mutually agreeable corrective actions Nova
         Factor shall take.

7.4      Direct Delivery Customers. Nothing in this Agreement or in the
         operation of the Reimbursement Hotline shall be deemed to limit in any
         way the obligation of Nova Factor to provide reimbursement-related
         services under the terms of Section 5 of the Distribution Agreement to
         those end-users who order Product from Nova Factor. Services provided
         by Nova Factor to end-users under Section 5 of the Distribution
         Agreement will not be considered Reimbursement Hotline services for
         purposes of Section 7 of this Agreement.

7.5      Customer Satisfaction Survey. At Biogen's request from time to time,
         Nova Factor shall, at no additional cost to Biogen, send customer
         satisfaction surveys to Hotline Customers in a form mutually agreed
         upon by the parties. The completed surveys shall be sent to Biogen.

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7.6      Reliance on Payor Information. Nova Factor shall have no liability for
         relying upon information provided by third party payors concerning
         coverage in the event that such information shall subsequently prove to
         be incorrect, and Nova Factor may include a disclaimer to that effect
         in any communication with end-users or others regarding coverage by
         third party payors.

7.7      Information to Biogen. At Biogen's request, Nova Factor shall provide
         to Biogen information regarding reimbursement policies for Product
         generated by Nova Factor in the course of providing Services under this
         Agreement.


8.       *


9.       DATA AND REPORTS.

9.1      Data. Nova Factor shall maintain the information specified in Schedule
         B related to the Services in a Biogen-specific database (the
         "Database") (which may be the same database maintained under the
         Distribution Agreement).

9.2      Reports. Nova Factor shall generate and furnish to Biogen at the end of
         each month reports from the Database as specified in Schedule B which
         such reports shall include a service report, specifying the type and
         quantity of Services performed in a format mutually agreeable to the
         parties (the "Service Report"). At Biogen's request, Nova Factor will
         deliver the reports specified under this Section electronically through
         a reasonably secure internet connection in a format mutually approved
         by the parties.

9.3      Other Information. Nova Factor shall furnish to Biogen such additional
         information related to Services as Biogen may from time to time
         reasonably request to the extent generating such information will not
         result in a material increase in the costs incurred by Nova Factor in
         performing Services under this Agreement.

9.4      Audits. During the term of this Agreement and for a period of three (3)
         years after termination or expiration of this Agreement, Nova Factor
         shall maintain true and accurate records of the Services provided by
         Nova Factor under this Agreement in sufficient detail to enable Biogen
         to verify the amounts payable to Nova Factor under this Agreement. Nova
         Factor shall permit Biogen, during the term of this Agreement and for a
         period of three (3) years after termination or expiration of this
         Agreement, to examine periodically, but not more than once per year,
         during regular business hours, the books, ledgers, and records of Nova
         Factor for any year for the purpose of and to the extent necessary to
         verify the information provided by Nova Factor under this Agreement.
         The cost of such

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         examination shall be borne by Biogen unless it shall be established by
         Biogen that, as a result of an error in information provided by Nova
         Factor, there was a miscalculation in the Service Fees or incentive
         payments for any quarter resulting in an over payment by Biogen of more
         than $10,000; provided that in no event shall audit costs borne by Nova
         Factor exceed $10,000 per audit.


10.      PAYMENT.

10.1     Service Fees. In consideration of the Services rendered by Nova Factor
         to Biogen under this Agreement, Biogen shall pay Nova Factor in
         accordance with the Service Fee Schedule attached to this Agreement as
         Schedule A.

10.2     *

10.3     Invoices. Nova Factor shall invoice Biogen at the end of each month for
         amounts due hereunder with respect to Services shown on the Service
         Report for such month and for any incentives earned under the Incentive
         Plan. The invoice shall be accompanied by data necessary to support the
         amount of incentive payments being sought by Nova Factor under the
         Incentive Plan. All amounts due hereunder shall be payable by check to
         Nova Factor in United States funds. Payment by Biogen shall be due
         within thirty (30) days from the date of the invoice.

10.4     Product Credit. Within thirty (30) days of receipt of the Service
         Report for any month, Biogen shall issue to Nova Factor a credit memo
         in an amount equal to the quantity of Product shipped during the month
         from Nova Factor's inventory under the terms of Sections 2.1, 3.1 and
         5.1 of this Agreement multiplied by the then current purchase price for
         Product *. Nova Factor may apply credits given under this Section
         against purchases of Product under the Distribution Agreement. Credits
         may not be assigned or transferred by Nova Factor to a third party, and
         no cash payments shall be made on account of any credit, except where
         Nova Factor has credit due on the termination of the Distribution
         Agreement. Nova Factor shall not unilaterally apply any credit against
         or make any deductions from payment due to Biogen under the
         Distribution Agreement without prior written notice to and approval of
         Biogen. Credits shall be applied under the Distribution Agreement on a
         first-in, first-out basis.

10.5     Other Costs and Expenses. Except as otherwise set forth herein, Nova
         Factor shall be responsible for all costs and expenses associated with
         fulfilling its obligations and performing Services under this
         Agreement. In no event shall Nova Factor charge an end-user, insurance
         provider or any other third party for any Services provided under this
         Agreement.




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10.6     Payment Due; Late Fee. Biogen shall pay interest on a per diem basis on
         any amounts past due at an annualized rate of one and one-half percent
         (1 1/2%) over the prime rate then in effect at Fleet Bank, Boston,
         Massachusetts.


11.      TERM; TERMINATION.

11.1     Term. This Agreement shall become effective as of the date hereof and,
         unless earlier terminated in accordance with this Section, shall
         continue in effect for an initial term of three (3) years from the
         effective date. The parties may extend this Agreement by mutual written
         agreement.

11.2     Termination of Portion of Services. Biogen may terminate any portion of
         the Services at any time * written notice to Nova Factor without
         terminating the entire Agreement.

11.3     Voluntary Termination. Either party may terminate this Agreement for
         any reason, at any time, upon ninety (90) days' prior written notice to
         the other party.

11.4     Termination for Breach. Either party may terminate this Agreement (i)
         for a material breach by the other party upon thirty (30) days' prior
         written notice unless the breaching party cures the breach within such
         thirty (30) day period or (ii) in the event of any proceedings,
         voluntary or involuntary, in bankruptcy or insolvency, by or against
         the other party, or the appointment with or without the other parties'
         consent of a receiver for such party.

11.5     Transition. Upon receipt or delivery of a termination notice by Nova
         Factor with respect to all or any part of the Services or ninety (90)
         days prior to expiration of this Agreement at the end of the term, as
         applicable, the parties shall begin transition of the Services (or any
         part thereof being terminated) to a party to be designated by Biogen.
         After receipt of the termination notice with respect to all or any part
         of the Services, and during the period thereafter ending six (6) months
         after termination, Nova Factor shall use reasonable efforts to
         cooperate with Biogen in ensuring the smooth transition of the Services
         (or any part thereof being terminated), provided that after termination
         of this Agreement, Biogen shall upon receipt of Nova Factor's invoice
         reimburse Nova Factor for its reasonable expenses associated with such
         cooperation.

11.6     Transfer of Database and Files. Upon termination, Nova Factor shall
         transfer to Biogen a copy of the Database and files related to
         reimbursement policies applicable to Product, provided that if
         applicable patient confidentiality laws prohibit transfer of an
         end-user's name, Nova Factor shall transfer the Database using customer
         numbers, instead of names.




* - Confidential Treatment Requested



                                       12
<PAGE>   13

11.7     Return of Inventory. Within ten (10) days of termination of the
         Agreement, Nova Factor shall at Biogen's cost return to Biogen all
         Replacement Components and Alliance Kits then held in consignment
         inventory at Nova Factor.

11.8     Survival. Sections 11.5, 11.8, 12.12, 13.4, 14.1, 15, 16 and 20.7 shall
         survive termination or expiration of this Agreement.


12.      REPRESENTATIONS, WARRANTIES AND COVENANTS OF NOVA FACTOR.

12.1     Judgment under Pharmacy Laws. Nova Factor understands that Biogen's
         approval and transfer to Nova Factor of a request for Replacement
         Components or the submission of a voucher by an Alliance Program
         Participant shall not be deemed to replace, in whole or in part, the
         exercise by the Nova Factor pharmacist of his or her judgment under
         applicable pharmacy law as to whether the shipment of Replacement
         Components or Alliance Kits is permissible under applicable pharmacy
         laws.

12.2     Adverse Event Reporting. Nova Factor shall record and promptly report
         to Biogen any Adverse Events which come to the attention of Nova Factor
         in the performance of Services in accordance with the relevant SOP
         provided by Biogen.

12.3     Limitation on Promotional Activities. Nova Factor shall not engage in
         any promotional activities with respect to Product or the *, the Access
         Program or the Reimbursement Hotline, other than the distribution of
         literature approved by Biogen and other activities expressly authorized
         by Biogen. Nova Factor shall not use any promotional materials which
         refer to Product, the *, the Access Program or the Reimbursement
         Hotline unless such promotional materials have been approved in writing
         in advance by Biogen. Any promotional literature or verbal
         representations describing Nova Factor's role in the *, the Access
         Program or the Reimbursement Hotline shall be approved in advance in
         writing by Biogen.

12.4     Compliance with Law and Professional Standards. In performing its
         obligations under this Agreement, Nova Factor shall comply with all
         applicable laws and regulations, including but not limited to, federal
         and state pharmacy laws, laws relating to the disposal of
         pharmaceutical products and hazardous wastes, to the extent disposal of
         Product, Replacement Components and Alliance Kits is Nova Factor's
         responsibility under this Agreement, and all applicable professional
         and industry standards and good business practices.

12.5     Quality of Team. Nova Factor shall use a dedicated, well-trained,
         knowledgeable team of employees to handle Product and to perform the
         Services to be performed by Nova Factor under this Agreement. Subject
         to applicable laws, Biogen shall have the right to have an employee
         monitor from time to time Nova Factor's responses during telephone
         calls made

* - Confidential Treatment Requested




                                       13
<PAGE>   14

         in connection with Services. Nova Factor shall cooperate with Biogen to
         enable such monitoring activities. The end-user shall be notified at
         the beginning of a call to be monitored that monitoring for quality
         assurance purposes is to occur, each such notification to be in
         accordance with a script mutually agreeable to the parties.

12.6     Actions. Nova Factor shall not take any action which would materially
         adversely affect its standing or that of Biogen in the industry or with
         respect to Product customer base or which would undermine the image of
         Product.

12.7     Quality Reviews. Nova Factor shall periodically, but not less
         frequently than once per year, perform written quality reviews of Nova
         Factor's performance in fulfilling its obligations under this
         Agreement, and shall provide Biogen with copies of such reviews. Nova
         Factor shall administer a validation checklist to each employee
         performing Services upon completion of such employee's initial training
         and annually thereafter, and shall provide Biogen with copies of such
         checklists.

12.8     Licenses. Nova Factor represents that it now has and shall maintain in
         full force during the term of this Agreement all federal and state
         pharmacy, wholesaler and other licenses or approvals required by Nova
         Factor to fulfill its obligations under this Agreement, and except that
         Nova Factor shall not be required to maintain its licenses in any state
         which amends its laws and regulations to require an in-state pharmacy
         presence as a requirement for licensing if the new requirement would
         materially increase the costs incurred by Nova Factor in performing its
         obligations under this Agreement. Nova Factor shall provide Biogen with
         notice of any communications with pharmacy licensing boards which
         relate to potential problems with facilities, operations or procedures
         used by Nova Factor in performing Services, including notices of
         inquiries, investigations or inspections and resulting findings.

12.9     Use of Trademarks. Nova Factor shall not use the trademarks or
         tradenames of Biogen except to the extent contained in Product
         literature provided by Biogen and on Product labels or as otherwise
         approved by Biogen.

12.10    Authority. Nova Factor represents that it has the authority to enter
         into this Agreement and that its execution of this Agreement and its
         performance of its obligations hereunder will not conflict with and is
         not prohibited by any other agreement to which Nova Factor is a party.

12.11    Limitation on Liability. In no event shall Nova Factor be liable for
         loss of profit or any other incidental or consequential damages of
         Biogen.

12.12    End-User Lists. In no event shall Nova Factor use the lists of
         end-users generated in the course of Services except for purposes of
         performing Services for Biogen under this Agreement except as otherwise
         approved by Biogen. Nova Factor shall not make its end-user list or any
         portion thereof available to any third party.




                                       14
<PAGE>   15

13.      REPRESENTATIONS AND WARRANTIES OF BIOGEN

13.1     Compliance with Law. Biogen shall be responsible for testing Product
         and ensuring that Product complies, when shipped to Nova Factor, with
         all applicable laws, regulations, directives and requirements of the
         FDA, including without limitation, packaging and labeling requirements,
         product warning requirements, product design and safety requirements
         and advertising requirements.

13.2     Use of Trademarks. Biogen shall not use the trademark or tradenames of
         Nova Factor except to the extent necessary for activities contemplated
         under this Agreement.

13.3     Authority. Biogen represents that it has the authority to enter into
         this Agreement and that its execution of this Agreement and its
         performance of its obligations hereunder will not conflict with and is
         not prohibited by any other Agreement to which Biogen is a party.

13.4     Limitation on Liability. In no event shall Biogen be liable for loss of
         profit or any other incidental or consequential damages of Nova Factor.


14.      REGULATORY, INSPECTIONS, AUDITS

14.1     Information. Nova Factor shall provide to Biogen, at Biogen's request,
         any information reasonably required in connection with Biogen
         investigations relating to Services or any requests or investigations
         by or filings with governmental bodies, including the FDA or in support
         of Biogen's applications to the FDA. Nova Factor shall respond within
         two (2) business days to any reasonable requests for information by
         Biogen.

14.2     Audits, Inspections. Nova Factor shall from time to time submit to
         inquiries, audits and inspections by Biogen during normal business
         hours or at any other time during which the Services being audited are
         ongoing. Biogen shall give Nova Factor a least two (2) business days'
         prior notice of any audit or inspection and shall bear the costs of
         such audit or inspection.

15.      INDEMNIFICATION.

15.1     Biogen Indemnification of Nova Factor. Biogen shall at all times during
         the term of this Agreement and thereafter defend, indemnify and hold
         Nova Factor and its officers, directors, agents and employees harmless
         from and against any and all claims, suits, damages, liabilities, costs
         and expenses, including but not limited to court costs and reasonable
         attorneys' fees, incurred in connection with any third-party claim
         arising out of the use of any Product by an end-user, except to the
         extent caused by (i) the negligence or intentional misconduct of Nova
         Factor or any of its officers, directors, agents or



                                       15
<PAGE>   16

         employees or (ii) breach by Nova Factor of any of the terms of this
         Agreement or (iii) acts of Nova Factor or any of its officers,
         directors, agents or employees which are outside the scope of this
         Agreement.

15.2     Nova Factor Indemnification of Biogen. Nova Factor shall at all times
         during the term of this Agreement and thereafter defend, indemnify and
         hold Biogen and its officers, directors, agents and employees harmless
         from and against any and all claims, suits, damages, liabilities, costs
         and expenses, including but not limited to court costs and reasonable
         attorneys' fees, incurred in connection with any third-party claim
         arising out of (i) the negligence or intentional misconduct of Nova
         Factor or any of its officers, directors, agents or employees, (ii)
         breach by Nova Factor of any of the terms of this Agreement, or (iii)
         acts of Nova Factor or any of its officers, directors, agents or
         employees which are outside the scope of this Agreement.

15.3     Procedures. A party seeking indemnification under this Section shall
         give prompt notice of the claim to the other party and, provided that
         the indemnifying party is not contesting the indemnity obligation,
         shall permit the indemnifying party to control any litigation relating
         to such claim and disposition of any such claim, provided that the
         indemnifying party shall act reasonably and in good faith with respect
         to all matters relating to the settlement or disposition of any claim
         as the settlement or disposition relates to the parties being
         indemnified under this Section and the indemnifying party shall not
         settle or otherwise resolve any claim without prior notice to the
         indemnified party. The indemnified party shall cooperate with the
         indemnifying party in its defense of any claim for which
         indemnification is sought hereunder.


16.      CONFIDENTIALITY.

16.1     Nova Factor Obligation. Nova Factor agrees to treat any confidential or
         proprietary information obtained from Biogen and any confidential or
         proprietary information generated by Nova Factor in performing Services
         under this Agreement, including information regarding end-users,
         Biogen's pricing policies, information regarding reimbursement for the
         Product, information regarding the cost of providing services to Biogen
         and the information in the Database, and anything derived therefrom,
         (collectively, the "Biogen Information") as the confidential and
         exclusive property of Biogen, (except for the information in the
         Database which shall be joint property of Biogen and Nova Factor,
         subject to the limitations on Nova Factor's use of end-user lists as
         set forth in Section 12.12), and agrees not to disclose any of the
         Biogen Information to any third party without first obtaining the
         written consent of Biogen. Nova Factor agrees that it will use any
         Biogen Information only for purposes of performing its obligations
         hereunder and for no other purpose without the prior written consent of
         Biogen. Nova Factor further agrees to take all practicable steps to
         ensure that the Biogen Information will not be used by its directors,
         officers or employees, except on like terms of confidentiality as
         aforesaid, and will be kept confidential by them.



                                       16
<PAGE>   17

         The above provisions of confidentiality shall not apply to that part of
         the Biogen Information which Nova Factor is able to demonstrate by
         documentary evidence:

         (a)      was in Nova Factor's possession prior to receipt from Biogen;
                  or

         (b)      was in the public domain at the time of receipt from Biogen;
                  or

         (c)      became part of the public domain through no fault of Nova
                  Factor, its directors, officers or employees; or

         (d)      was lawfully received by Nova Factor from some third party not
                  disclosing the information on behalf of Biogen and having a
                  right of further disclosure; or

         (e)      is required by law to be disclosed, provided, however that
                  Nova Factor gives Biogen sufficient advance written notice to
                  permit Biogen to seek a protective order or other similar
                  order with respect to such Information.

         Nova Factor agrees that, at Biogen's request, it shall return to Biogen
         all parts of the Biogen Information existing in documentary form, not
         including pharmacy records, and will, at Biogen's request, return or
         destroy any copies thereof made by Nova Factor, its directors, officers
         or employees except that Nova Factor shall retain a copy of the
         Database, subject to the ongoing obligation of confidentiality. Nova
         Factor shall not dispose of the information in the Database without
         first offering in writing, given at least sixty (60) days prior to such
         disposal, to deliver the information to Biogen.

16.2     Biogen Obligation. Biogen agrees to treat any confidential or
         proprietary information obtained from Nova Factor, (not including the
         Database, information regarding end-users, and information about
         insurers' reimbursement policies with respect to Product) and anything
         derived therefrom, (collectively, the "Nova Factor Information") as the
         confidential and exclusive property of Nova Factor, and Biogen agrees
         not to disclose any of the Nova Factor Information to any third party
         without first obtaining the written consent of Nova Factor, provided
         that Biogen may disclose Nova Factor Information to any third party
         providing reimbursement-related services to Biogen as long as the third
         party is obligated to Nova Factor to keep such information
         confidential. Biogen agrees that it will use any Nova Factor
         Information only for purposes of activities contemplated hereunder and
         for no other purpose without the prior written consent of Nova Factor.
         Biogen further agrees to take all practicable steps to ensure that the
         Nova Factor Information will not be used by its directors, officers or
         employees, except on like terms of confidentiality as aforesaid, and
         will be kept confidential by them.

         The above provisions of confidentiality shall not apply to that part of
         the Nova Factor Information which Biogen is able to demonstrate by
         documentary evidence:

         (a)      was in Biogen's possession prior to receipt from Nova Factor;
                  or



                                       17
<PAGE>   18

         (b)      was in the public domain at the time of receipt from Nova
                  Factor; or

         (c)      became part of the public domain through no fault of Biogen,
                  its directors, officers or employees; or

         (d)      was lawfully received by Biogen from some third party not
                  disclosing the information on behalf of Nova Factor and having
                  a right of further disclosure; or

         (e)      is required by law to be disclosed, provided, however that
                  Biogen gives Nova Factor sufficient advance written notice to
                  permit Nova Factor to seek a protective order or other similar
                  order with respect to such Information.

         Biogen agrees that, at Nova Factor's request, it shall return to Nova
         Factor all parts of the Nova Factor Information existing in documentary
         form and will, at Nova Factor's request, return or destroy any copies
         thereof made by Biogen, its directors, officers or employees.

16.3     No Implied License. Nothing contained herein shall be deemed to grant
         to either party any rights or licenses under any patent applications or
         patents or to any know-how, technology, inventions or other
         intellectual property rights of the other party.

16.4     Publicity. Notwithstanding anything to the contrary contained in
         Section 12.3, Nova Factor shall be permitted to disclose to potential
         and existing customers of Nova Factor as well as to potential
         purchasers of stock or assets of Nova Factor or other potential sources
         of capital (i) that Nova Factor performs services and distributes
         Product under agreements with Biogen and (ii) the general nature of the
         relationship with Biogen. Nova Factor shall also be permitted to make
         such public statements regarding its relationship with Biogen as may be
         required by law, regulation or by obligations pursuant to any listing
         agreement with any securities exchange. Nova Factor shall not disclose
         the terms of this Agreement to any third party or, except as expressly
         set forth in this Section, make any public announcement of the
         existence of its relationship with Biogen without the prior written
         consent of Biogen except to its auditors and lawyers or as required by
         law.

16.5     Length of Obligation. The obligations of the parties under this Section
         17 shall continue during the term of this Agreement and for a period
         ending five (5) years after termination or expiration of this
         Agreement.

17.      INSURANCE.

         Nova Factor agrees (i) to obtain and maintain, while this Agreement is
         in effect, commercial general liability insurance, including product
         liability insurance, with coverage limits of not less than $1,000,000
         per occurrence and $3,000,000 in the aggregate, and (ii) not to cancel
         the insurance or reduce the coverage without giving at least thirty
         (30) days prior written notice to Biogen. Nova Factor shall cause
         Biogen to be a notice party on each insurance policy such that Biogen
         shall receive notice of any



                                       18
<PAGE>   19

         cancellation or change in the policy. At the request of Biogen, Nova
         Factor shall provide Biogen with a copy of a certificate of insurance
         to verify that insurance with the required coverage is in effect.


18.      TRAINING.

         Nova Factor shall be responsible for insuring that the personnel
         handling Product and Replacement Components, dealing with customers and
         payors and performing the Services contemplated under this Agreement
         are properly trained to perform their functions. Biogen and Nova Factor
         will use a jointly prepared training manual and orientation program for
         Nova Factor and Biogen personnel to familiarize the personnel with the
         Product, Services and the market.


19.      COMPETITIVE PRODUCTS

         As long as Nova Factor is providing Services under this Agreement, Nova
         Factor shall not perform services which are similar to the Services
         then being provided under this Agreement with respect to any products
         which compete with Product in the treatment of multiple sclerosis.


20.      MISCELLANEOUS

20.1     Binding; Assignment. This Agreement shall be binding upon and shall
         inure to the benefit of the parties hereto and their respective
         successors and assigns, provided that neither party shall have the
         right to assign this Agreement or its rights and obligations hereunder
         without the prior written consent of the other party, which such
         consent shall not be unreasonably withheld, except that Biogen may
         assign this Agreement or its rights and obligations hereunder to its
         Affiliates or successors in business who assume and agree to be bound
         by the terms hereof provided the entity has demonstrated financial
         ability to carry out Biogen's obligations hereunder.

20.2     Entire Agreement; Amendments. This Agreement and the Distribution
         Agreement constitute the entire and only agreement between the parties
         relating to the subject matter hereof, and all prior negotiations,
         representations, agreements and understandings are superseded hereby.
         No agreements amending, altering or supplementing the terms hereof may
         be made except by means of a written document signed by the duly
         authorized representatives of both parties.

20.3     Notices. Any notice required by this Agreement shall be given by
         prepaid, first class, certified mail, return receipt requested, or by
         air courier, hand delivery or facsimile, to the parties at the
         following addresses:








                                       19
<PAGE>   20

                  If to Biogen:

                           Biogen, Inc.
                           14 Cambridge Center
                           Cambridge, MA 02142
                           Attention: Vice President - Sales and Marketing
                           Fax: (617) 679-2333
                           with a copy to Vice President-General Counsel
                           Fax: (617) 679-2617

                  If to Nova Factor, Inc:

                           Nova Factor, Inc.
                           1620 Century Center Parkway
                           Suite 109
                           Memphis, TN 38134
                           Attention: President
                           Fax: (901) 385-3666

                           with a copy to: General Counsel

                           Thomas W. Bell, Jr.

                           Accredo Health, Incorporated
                           1640 Century Center Parkway
                           Suite 101
                           Memphis, Tennessee  38134
                           Fax: (901) 385-3689

         Any notice sent under this Section shall be deemed delivered within
         five (5) days if sent by mail and within twenty-four (24) hours if sent
         by fax, courier or hand delivery.

20.4     Force Majeure. Neither party shall be liable for any failure or delay
         caused by fires, flood, earthquakes, peril of the sea, accidents,
         explosions, sabotage, strikes, or other labor disturbances (regardless
         of the reasonableness of the demands of labor), civil commotions,
         riots, invasions, wars, acts, restraints, requisitions, regulations, or
         directions of governmental authorities, shortages of labor, fuel,
         power, or raw material, inability to obtain equipment or supplies,
         inability to obtain or delays in transportation, acts of God, or any
         other cause beyond its reasonable control.



                                       20
<PAGE>   21

20.5     Headings. Headings included herein are for convenience only, and shall
         not be used to construe this Agreement.

20.6     Independent Parties. For the purposes of this Agreement, the parties
         shall be, and shall be deemed to be, independent contractors and not
         agents or employees of the other party. No party shall have authority
         to make any statements, representations or commitments of any kind, or
         to take any action, which shall be binding on the other party, except
         as may be explicitly provided for herein or authorized in writing.

20.7     No Publicity. Except as required by law, neither party shall use the
         name of the other party or of any employee of the other party in
         connection with any publicity without the prior written approval of the
         other party.

20.8     Severability. If any provision of this Agreement shall be found by a
         court to be void, invalid or unenforceable, the same shall either be
         reformed to comply with applicable law or stricken if not so
         conformable, so as not to affect the validity or enforceability of this
         Agreement, except if the principal intent of the Agreement is
         frustrated by such reformation or deletion in which case this Agreement
         shall terminate.

20.9     No Deemed Waiver. Failure of either party to enforce a right under this
         Agreement shall not act as a waiver of that right or the ability to
         later assert that right relative to the particular situation involved
         or to terminate this Agreement as a result of any subsequent default or
         breach.

20.10    Governing Law. This Agreement shall be construed and enforced in
         accordance with the laws of the Commonwealth of Massachusetts.

20.11    Arbitration. Unless waived by the parties, any dispute, controversy or
         claim between the parties arising out of or relating to this Agreement
         either during or after the term hereof (including the question as to
         whether any particular matter is arbitrable) shall be solely and
         finally settled by arbitration conducted in Memphis, Tennessee, if the
         arbitration is initiated by Nova Factor or in the Boston, Massachusetts
         metropolitan area, if the arbitration is initiated by Biogen, in
         accordance with the Commercial Arbitration Rules of the American
         Arbitration Association then in force (the "Rules"). The party
         requesting arbitration shall serve upon the other party to the
         controversy, dispute or claim a written demand for arbitration stating
         the substance of the controversy, dispute or claim, the contention of
         the party requesting arbitration, and the name and address of the
         arbitrator appointed by it. The recipient of such demand shall within
         twenty (20) days after such receipt appoint an arbitrator and notify
         the party requesting arbitration of the identity of the arbitrator so
         selected, and the two arbitrators shall appoint a third, and the
         decision or award of any two arbitrators shall be final and binding
         upon the parties In the event that the two arbitrators fail to appoint
         a third arbitrator within twenty (20) days of the appointment of the
         second arbitrator, either arbitrator, or any party to the arbitration,
         may apply to a judge of the United States District Court for the
         district in which the arbitration is held for the appointment of the
         third arbitrator and the appointment of such arbitrator



                                       21
<PAGE>   22

         by such judge or such application shall have precisely the same force
         and effect as if such arbitrator had been appointed by the two
         arbitrators. If for any reason the third arbitrator cannot be appointed
         in the manner prescribed by the preceding sentence, either regularly
         appointed arbitrator, or either party to the arbitration, may apply to
         the American Arbitration Association for appointment of the third
         arbitrator in accordance with the Rules. If the parties upon whom the
         demand for arbitration has been served fail or refuse to appoint an
         arbitrator within twenty (20) days, the single arbitrator shall have
         the right to decide alone, and such arbitrator's decision or award
         shall be final and binding upon the parties. The decision of the
         arbitrator shall be in writing and shall set forth the basis therefor.
         The parties shall abide by all awards rendered in arbitration
         proceedings, and all such awards may be enforced and executed in any
         court having jurisdiction over the party against whom enforcement of
         such award is sought. The party losing the dispute which was submitted
         to arbitration shall pay the administrative charges, arbitrator's fees,
         and related expenses of arbitration, and each parties legal fees
         incurred in connection with any such arbitration. This agreement to
         arbitrate shall be specifically enforceable under the prevailing
         arbitration law.


         IN WITNESS WHEREOF, the parties have executed this Addendum on the date
first above written.

                                    BIOGEN, INC.

                                    By: /s/ Michael W. Bonney
                                        ----------------------------------------
                                        Michael W. Bonney
                                        Vice President - Sales and Marketing

                                    By: /s/ Darlene Romine
                                        ----------------------------------------
                                        Darlene Romine
                                        Director of National Accounts

                                    NOVA FACTOR, INC.

                                    By: /s/ David D. Stevens
                                        ----------------------------------------
                                    Title: Chairman







                                       22
<PAGE>   23


                                   SCHEDULE A

                              SERVICE FEE SCHEDULE


<TABLE>
<CAPTION>
             Activity                                                  Fee
             --------                                                  ---
<S>                                                                    <C>
Shipment of Replacements Components                                     *

Shipment of replacement Product to non-Nova Factor                      *
customers or shipment of Product to Investigators

Shipment of replacement Product to Nova Factor customers                *

Shipment of Product to Access Program Participants                      *

Shipment of Alliance Kits                                               *

Services related to Reimbursement Hotline and Hotline                   *
Customers

Outcome calls to Triaged Customers                                      *

Shipment of Product to Access Program Participants who                  *
require reimbursement services
</TABLE>














* - Confidential Treatment Requested




                                       23
<PAGE>   24

                                   SCHEDULE B

                                DATA AND REPORTS













                                       24
<PAGE>   25

                                   SCHEDULE C

                                        *










































* - Confidential Treatment Requested




                                       25
<PAGE>   26

                                    Exhibit 1

                                        *










































* - Confidential Treatment Requested




                                       26
<PAGE>   27

                                    Exhibit 2

                                        *










































* - Confidential Treatment Requested





                                       27