EX-4.6



 Exhibit 4.6 
 SECOND SUPPLEMENTAL INDENTURE (this “Second Supplemental Indenture”) dated as of June 13, 2014 among DaVita HealthCare Partners Inc., a Delaware corporation (the
“Company”), each of the entities listed on the signature pages hereto under the caption “Current Subsidiary Guarantors” (each, a “Current Guarantor” and, collectively, the “Current
Guarantors”), each of the entities listed on the signature pages hereof under the caption “Additional Guarantors” (each, an “Additional Guarantor” and, collectively, the “Additional Guarantors”),
and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”). 
 RECITALS 

WHEREAS, the Company, the Guarantors (as defined in the Indenture referred to below) party thereto and the Trustee have entered into an
Indenture dated as of August 28, 2012 (the “Indenture”) relating to the Company’s 5.750% Senior Notes due 2022, as amended by the First Supplemental Indenture thereto, dated as of November 1, 2012 (the “First
Supplemental Indenture”); 
 WHEREAS, on the date hereof, the Company, the Current Guarantors, the Additional
Guarantors and the Trustee are entering into an Indenture (the “2024 Indenture”) relating to the Company’s 5.125% Senior Notes due 2024; 
 WHEREAS, in accordance with Section 4.19 of the Indenture and the other terms thereof, each of the Additional Guarantors is to become a Subsidiary Guarantor (as defined in the Indenture) under the
Indenture; 
 WHEREAS, all acts and requirements necessary to make this Second Supplemental Indenture the legal, valid and
binding obligation of the Company, the Current Guarantors and the Additional Guarantors have been done. 
 NOW, THEREFORE, in
consideration of the mutual promises contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties to this Second Supplemental Indenture hereby agree as follows: 

Section 1. The terms “Second Supplemental Indenture,” “Current Guarantors,” “Additional Guarantors,”
“Additional Guarantor” and “Indenture” have the respective meanings set forth in the first paragraph and recitals above. Other capitalized terms used herein have the respective meanings ascribed thereto in the Indenture.

 Section 2. Each Additional Guarantor hereby agrees, jointly and severally with all other Guarantors, and fully and
unconditionally, to be a Subsidiary Guarantor under the Indenture and to Guarantee, on a joint and several basis with the other Guarantors, the full and prompt payment of the principal of, premium, if any, and interest on the Notes and all other
obligations of the Company under the Indenture on a senior basis, in each case on the terms and subject to the conditions set forth in Article Eleven of the Indenture, and to be bound by (and shall be entitled to the benefits of) all other
applicable provisions of the Indenture as a Subsidiary Guarantor. 
 Section 3. This Second Supplemental Indenture is an
amendment supplemental to the Indenture, and the First Supplemental Indenture, and the Indenture, the First Supplemental Indenture and this Second Supplemental Indenture will henceforth be read together. 

Section 4. This Second Supplemental Indenture shall become effective concurrently with the effectiveness of the 2024 Indenture.

 Section 5. This Second Supplemental Indenture will be governed by and construed in accordance with the laws of the
State of New York, as applied to contracts made and performed within the State of New York, without regard to principles of conflicts of law. 







 Section 6. This Second Supplemental Indenture may be signed in various counterparts
which together will constitute one and the same instrument. 
 Section 7. The recitals and statements herein are deemed to
be those of the Company, the Current Guarantors and the Additional Guarantors and not of the Trustee. The Trustee makes no representations as to the validity or sufficiency of this Second Supplemental Indenture. 

[Signature pages follow] 







 IN WITNESS WHEREOF, the parties hereto have caused this Second Supplemental Indenture to be
duly executed as of the date first written above. 
  

			
	DAVITA HEALTHCARE PARTNERS INC.
		
	By:	 	  

	Name:	 	Chetan P. Mehta
	Title:	 	Group Vice President, Finance









 IN WITNESS WHEREOF, the parties hereto have caused this Second Supplemental Indenture to be
duly exe- cuted as of the date first written above. 
  

	
	 CURRENT GUARANTORS:

	
	 ALAMOSA DIALYSIS, LLC

	 CARROLL COUNTY DIALYSIS FACILITY, INC.

	 CONTINENTAL DIALYSIS CENTER OF SPRINGFIELD-FAIRFAX, INC.

	 CONTINENTAL DIALYSIS CENTER, INC.

	 DAVITA – WEST, LLC

	 DAVITA OF NEW YORK, INC.

	 DAVITA RX, LLC

	 DIALYSIS HOLDINGS, INC.

	 DIALYSIS SPECIALISTS OF DALLAS, INC.

	 DNH MEDICAL MANAGEMENT, INC. (DBA THE CAMDEN GROUP)

	 DNP MANAGEMENT COMPANY, LLC

	 DOWNRIVER CENTERS, INC.

	 DVA HEALTHCARE OF MARYLAND, INC.

	 DVA HEALTHCARE OF MASSACHUSETTS, INC.

	 DVA HEALTHCARE OF PENNSYLVANIA, INC.

	 DVA HEALTHCARE PROCUREMENT SERVICES, INC.

	 DVA HEALTHCARE RENAL CARE, INC.

	 DVA LABORATORY SERVICES, INC.

	 DVA OF NEW YORK, INC.

	 DVA RENAL HEALTHCARE, INC.

	 EAST END DIALYSIS CENTER, INC.

	 ELBERTON DIALYSIS FACILITY, INC.

	 FLAMINGO PARK KIDNEY CENTER, INC.

	 FORT DIALYSIS, LLC

	 FREEHOLD ARTIFICIAL KIDNEY CENTER, L.L.C.

	 GREENSPOINT DIALYSIS, LLC

	 HEALTHCARE PARTNERS ASC-LB, LLC

	 HEALTHCARE PARTNERS HOLDINGS, LLC

	 HEALTHCARE PARTNERS NEVADA, LLC

	 HEALTHCARE PARTNERS SOUTH FLORIDA, LLC

	 HEALTHCARE PARTNERS, LLC

	 HILLS DIALYSIS, LLC

	 HOUSTON KIDNEY CENTER/TOTAL RENAL CARE INTEGRATED SERVICE NETWORK LIMITED PARTNERSHIP

	 JSA CARE PARTNERS, LLC

	 JSA HEALTHCARE CORPORATION

	 JSA HEALTHCARE NEVADA, L.L.C.

	 JSA HOLDINGS, INC.

	 JSA P5 NEVADA, L.L.C.

	 KIDNEY CARE SERVICES, LLC

	 KNICKERBOCKER DIALYSIS, INC.

	 LIBERTY RC, INC.

	 LINCOLN PARK DIALYSIS SERVICES, INC.

	 MAPLE GROVE DIALYSIS, LLC

	 MASON-DIXON DIALYSIS FACILITIES, INC.

	 NEPHROLOGY MEDICAL ASSOCIATES OF GEORGIA, LLC

	 NEPTUNE ARTIFICIAL KIDNEY CENTER, L.L.C.

	 NORTH ATLANTA DIALYSIS CENTER, LLC










 
	
	 NORTH COLORADO SPRINGS DIALYSIS, LLC

	 NORTHRIDGE MEDICAL SERVICES GROUP, INC.

	 PALO DIALYSIS, LLC

	 PATIENT PATHWAYS, LLC

	 PHYSICIANS CHOICE DIALYSIS OF ALABAMA, LLC

	 PHYSICIANS CHOICE DIALYSIS, LLC

	 PHYSICIANS DIALYSIS ACQUISITIONS, INC.

	 PHYSICIANS DIALYSIS VENTURES, INC.

	 PHYSICIANS DIALYSIS, INC.

	 PHYSICIANS MANAGEMENT, LLC

	 RENAL LIFE LINK, INC.

	 RENAL TREATMENT CENTERS—CALIFORNIA, INC.

	 RENAL TREATMENT CENTERS—HAWAII, INC.

	 RENAL TREATMENT CENTERS—ILLINOIS, INC.

	 RENAL TREATMENT CENTERS—MID-ATLANTIC, INC.

	 RENAL TREATMENT CENTERS—NORTHEAST, INC.

	 RENAL TREATMENT CENTERS—SOUTHEAST, LP

	 RENAL TREATMENT CENTERS—WEST, INC.

	 RENAL TREATMENT CENTERS, INC

	 RMS LIFELINE, INC.

	 ROCKY MOUNTAIN DIALYSIS SERVICES, LLC

	 SHINING STAR DIALYSIS, INC.

	 SIERRA ROSE DIALYSIS CENTER, LLC

	 SOUTHWEST ATLANTA DIALYSIS CENTERS, LLC

	 THE DAVITA COLLECTION, INC.

	 THP SERVICES, INC.

	 TOTAL ACUTE KIDNEY CARE, INC.

	 TOTAL RENAL CARE TEXAS LIMITED PARTNERSHIP

	 TOTAL RENAL CARE, INC.

	 TOTAL RENAL LABORATORIES, INC.

	 TOTAL RENAL RESEARCH, INC.

	 TRC—INDIANA, LLC

	 TRC OF NEW YORK, INC.

	 TRC WEST, INC.

	 TREE CITY DIALYSIS, LLC

	 VILLAGEHEALTH DM, LLC



  

			
	By:	 	  

	Name:	 	Chetan P. Mehta
	Title:	 	Group Vice President









 IN WITNESS WHEREOF, the parties hereto have caused this Second Supplemental Indenture to be
duly executed as of the date first written above. 
  

			
	ADDITIONAL GUARANTORS:
	
	ABQ HEALTH PARTNERS, LLC
	ARIZONA INTEGRATED PHYSICIANS, INC.
	HEALTHCARE PARTNERS ARIZONA, LLC
	MEDICAL GROUP HOLDING COMPANY, LLC
	LAS VEGAS SOLARI HOSPICE CARE, LLC
		
	By:	 	  

	Name:	 	Chetan P. Mehta
	Title:	 	Group Vice President









 IN WITNESS WHEREOF, the parties hereto have caused this Second Supplemental Indenture to be
duly executed as of the date first written above. 
  

			
	THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee
		
	By:	 	  

	Name:	 	
	Title:	 	


 Signature Page to Second Supplemental Indenture