Exhibit 10.7


 


* * —
CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH
THE COMMISSION.  CONFIDENTIAL TREATMENT
HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS.


 


COMPANION ANIMAL AAHA MARKETLINK MANAGEMENT AGREEMENT


 


This Agreement dated and effective as of September 1,
2009 is made by and between PFIZER Inc.,
235 East 42nd Street, New York, New York 10017 (hereinafter, “PFIZER”) and MWI Veterinary Supply Co., 651 S. Stratford Drive, Ste 100,
Meridian, ID 83642 (“MWI”).


 


1.                                       PFIZER
hereby agrees to supply MWI as a designated product supplier for the PFIZER
companion animal Products set forth on Exhibit A (the “Products”), to
purchase from PFIZER and to resell to certain selected Veterinary Hospitals
serviced by MWI who are members of the AAHA/MarketLink arrangement and listed
in Exhibit E hereto, subject to the following terms and conditions.


 


2.                                       MWI
recognizes and agrees to the following:


 


(a)                                  PFIZER
has elected to work with MWI as a designated supplier to MWI serviced hospitals
at the request of MWI. MWI agrees to work closely with PFIZER to coordinate
logistics for the supply of Products to such hospitals;


 


(b)                                 PFIZER
intends to sell to MWI as the logistics supplier for the hospitals. MWI
understands and agrees that PFIZER has, and may in the future, run promotions
and other activities that would be seriously prejudiced if MWI resells the
Products to distributors or veterinarians who will resell the Products as a
distributor. Incentive payments under Exhibit D hereto will only be paid
by PFIZER to MWI for Sales to the hospitals listed on Exhibit B below or
such customers who are added to Exhibit B by mutual agreement of PFIZER
and MWI.


 


3.                                       MWI
agrees to:


 


(a)                                  use
its reasonable best efforts to sell the Products by focusing its primary effort
at reselling to veterinary hospitals associated with MWI and to pet owner
pharmaceutical customers of MWI serviced hospitals;


 


(b)                                 store
and handle its inventory of Products under conditions that will ensure that
such Products retain their potency, purity, quality, and identity;


 


(c)                                  accept
shipments from PFIZER of Product at MWI 12 warehouse locations and provide all
appropriate shipment and delivery options to the accounts serviced by MWI under
this Agreement;


 


(d)                                 not
sell the Products to distributors, manufacturers or to veterinarians who will
resell any PFIZER Companion Animal Products outside an established
veterinary/client/patient relationship, nor shall MWI sell the Products through
brokers or non-employee agents;


 


(e)                                  set
its resale prices for the Products independently and at its sole discretion;


 


(f)                                    provide
PFIZER a projected monthly purchase schedule by the end of the second week of
each month;


 





















 


(g)                                 cooperate
fully with PFIZER by actively participating in such strategy sessions as PFIZER
reasonably may require, for the purpose of developing programs to increase use
of the Products; and to cooperate fully with PFIZER in implementing all
promotions and Sales campaigns for the Products;


 


(h)                                 distribute
the Products only under the labeling provided by PFIZER; prescribe, recommend,
suggest, and advertise each Product for use only under the conditions stated in
the labeling provided by PFIZER; and observe all federal, state, and local laws
governing the distribution of animal drugs. In the case of Products bearing the
legend, “CAUTION: FEDERAL LAW RESTRICTS THIS DRUG TO USE BY OR ON THE ORDER OF
A LICENSED VETERINARIAN,” or any similar legend, sell such Products only to or
on the order of a licensed veterinarian for use in the course of his or her
professional practice or to another person or entity regularly and lawfully
engaged in the use, distribution or dispensing of such legend drugs;


 


(i)                                     MWI
agrees that credit limits established by PFIZER shall be subject to change by
PFIZER in its sole discretion and that no shipments will be made to MWI in
excess of the established credit limits;


 


(j)                                     take
no action, whether or not identified above, that would harm the goodwill or
name of PFIZER, or damage the interests of PFIZER or the Products;


 


(k)                                  MWI
shall immediately notify PFIZER in the event MWI obtains information indicating
that any of the Products may have to be recalled either by virtue of applicable
law or regulation or good business judgment. PFIZER shall control all efforts
necessary to conduct any such recall. MWI shall cooperate with PFIZER, at
PFIZER’s expense, and MWI agrees to maintain adequate records to conduct such
recall, including the name, address and Product purchases of all purchasers of
PFIZER Products;


 


(l)                                     Make
payment to PFIZER for all product purchased from PFIZER /**/;


 


(m)                               Provide
to PFIZER by the close of business on the last business day of each PFIZER
Accounting Period (as set forth in Exhibit F hereto) an inventory report
covering all inventory purchased from PFIZER.


 


(n)                                 Provide
PFIZER with a monthly accounting of Sales via EDI for purposes of allowing
PFIZER proper credit to its sale professionals and provide to Covansys by the
close of business on the last day of each PFIZER Accounting Period an inventory
report covering all Product inventory purchased from PFIZER and setting forth
in dollars at MWI’s acquisition cost from PFIZER the amount of inventory by
Product. MWI agrees that PFIZER shall have the right, upon reasonable advance
notice and during business hours to audit inventory in the possession of MWI to
confirm compliance with this paragraph 3(n) and to confirm the accuracy of
the data contained in the report.


 


(o)                                 Provide
to Covansys its Health Industry Number, Customer Health Industry Number, PFIZER
Product number, transaction date, ship to zip code, number of units and price
with respect to each sale of Product, and unit inventories on each PFIZER
Product sku that MWI sells.


 


(p)                                 MWI
will also provide to PFIZER the information, services and opportunities set
forth in Exhibit B hereto. MWI represents and warrants to PFIZER that it
will only provide data to PFIZER, including specific patient and animal owner
information that is allowable by law.


 





















 


4.                                       PFIZER
shall:


 


(a)                                  sell
the Products to MWI at the prices provided for in Exhibit A. PFIZER shall
have the unrestricted right to revise the prices, terms and conditions of the
Price List, and to add or delete Products or package sizes, at anytime, and the
revisions shall be effective on all orders submitted after the effective date
of the price revisions. In all cases of orders received for other than
immediate shipment, the price for the Products shall be that in effect at the
time of shipment. Nothing herein shall prohibit PFIZER from raising or amending
prices for Products. PFIZER agrees to provide MWI /**/ notice of any price
increases. PFIZER shall be free to limit Sales of Products to MWI in advance of
any price increases;


 


(b)                                 Compensate
MWI in accordance with Exhibit D hereto;


 


(c)                                  allow
MWI credit on prepaid returns in accordance with PFIZER’s Outdated Products
Policy which is in effect at the time;


 


5.                                       Nothing
in this Agreement shall be deemed to limit PFIZER’s ability to sell Products to
any other party.


 


6.                                       All
purchases by MWI pursuant to this Agreement shall be in accordance with the
terms of PFIZER’s Pricing and Shipping Policies, as may be amended by PFIZER
from time to time.


 


7.                                       The
following standard conditions shall apply to all Sales under this Agreement:


 


(a)                                  all
orders are subject to acceptance by PFIZER’s Home Office. Title to the goods
shall pass to MWI once they have been properly delivered to the address
designated by MWI. Products requiring temperature control will be shipped
F.O.B. destination;


 


(b)                                 any
tax or other charge upon the sale and/or shipment of the goods now or hereafter
imposed by federal, state or municipal authorities (other than PFIZER’S income
taxes) shall be paid by MWI. In the event that the price of any article
includes transportation charges, any increase or decrease in transportation
charges shall be for MWI’s account;


 


(c)                                  EXCEPT
AS SET FORTH IN THIS AGREEMENT, OR IN THE LABELING OF THE PRODUCTS SOLD
HEREUNDER, PFIZER MAKES NO EXPRESS OR IMPLIED WARRANTIES WITH RESPECT TO THE
PRODUCTS;


 


(d)                                 PFIZER
shall defend, indemnify, and hold MWI harmless from all liabilities, claims,
demands, damages, costs and expenses, or money judgments incurred by MWI or
rendered against it resulting from (a) any breach by PFIZER of this
Agreement, (b) third party claims or actions for personal injury or
property damage which arise out of the distribution or sale of PFIZER products
or the failure to warn, except to the extent that such personal injury or
property damage arises out of the negligence or willful misconduct of MWI, and (c) any
claim that the Products, as sold by PFIZER, were defective. In the event PFIZER
is found by any court of competent jurisdiction to be liable for any claim
based in products liability, then PFIZER shall reimburse MWI’s reasonable legal
fees incurred in the course of cooperating with PFIZER’s defense. To be covered
by this defense and indemnity, MWI must: promptly notify PFIZER of any such
claim; allow PFIZER to fully control the defense and/or resolution of the
claim; and cooperate fully with PFIZER in the matter. This defense, indemnity
and payment for legal fees shall not apply to claims alleging: MWI alteration,
negligent handling or improper storage of the Products; sale of outdated
Products; sale or recommendation of the Products for uses or in a manner not
set forth in either the labeling supplied by PFIZER or as otherwise specified
by PFIZER in writing; or sale of the Products after receipt of written notice
from PFIZER that such Sales should be halted


 


(e)                                  in
no event shall either party be liable to the other for special, collateral,
incidental, or consequential damages in connection with or arising out of the
purchase, resale, or use of 


 





















 


the Products. Except as provided under subparagraph
7(d), above, total damages recoverable against PFIZER by MWI shall be
exclusively limited to the purchase price of the Products with respect to which
damages are claimed;


 


(f)                                    failure
of PFIZER to make or of MWI to take, when due, any delivery (or portion
thereof) pursuant to an order hereunder, if occasioned by any circumstance or
condition beyond the control of the party so failing, shall not subject the
failing party to any liability to the other and, at the option of either party,
that order or portion thereof not delivered may be canceled;


 


(g)                                 acceptance
of MWI’s order by PFIZER is expressly made conditional upon the MWl’s
acceptance of the conditions of sale as set forth herein, and the prices, terms
and conditions of the Price List then in effect, notwithstanding acknowledgment
or receipt of MWI’s purchase order containing additional or different
provisions, or conflicting oral representations by any agent of PFIZER.


 


(h)                                 All
orders to MWI will receive free shipping regardless of order size.


 


(i)                                     Payment
Due Date: /**/. Payment Discount: /**/.


 


8.                                       This
Agreement shall not be binding upon PFIZER until it is approved by PFIZER at
its New York, New York headquarters.


 


9.                                       This
Agreement shall be effective as of the date first written above and shall
continue in force (hereinafter, the “Contract Term”) until December 31,
2009. Either party may terminate this agreement prior to the expiration date of
the Contract Term (i) with or without cause, upon thirty (30) days written
notice to the other party, or (ii) immediately upon written notice, in the
event of a material breach by the other party. Notwithstanding the above,
PFIZER may terminate this Agreement at any time on 15 days written notice to
MWI in the event that PFIZER determines, in its sole discretion, that MWI has
failed to comply with one or more of the terms and conditions set forth in
paragraph 3 above. In addition, at its election, PFIZER may terminate this
Agreement, upon thirty (30) days written notice to MWI, in the event that MWI
fails to meet the level of Sales identified in Chart B of Exhibit D for two
consecutive months.


 


10.                                 MWI
and PFIZER acknowledge that in the performance of their duties hereunder MWI
and PFIZER may obtain access to “Confidential Information” (as defined below)
of each other. MWI and PFIZER agree that during the term of this Agreement and
for a period of three (3) years after the termination of this Agreement,
unless specifically permitted in writing by the other party, to (a) retain
in confidence and not disclose to any third party and (b) use only for the
purpose of carrying out their duties hereunder, any such Confidential
Information. As used herein the term “Confidential Information” means any
information, or data, whether of a business or scientific nature and whether in
written, oral or tangible form, relating to PFIZER’s and MWI’s business or
potential business or its research and development activities, not generally
available to or known to the public, and not otherwise known to the receiving
party, that is disclosed to or learned by the other party pursuant hereto. Upon
completion of the work provided for hereunder or other termination of this
Agreement each party will return to the other party any documents, or copies
thereof, or any product samples, containing or constituting Confidential
Information disclosed to or generated by either party in connection with this
Agreement.


 


11.                                 This
Agreement shall be governed by the laws of the State of New York applicable to
contracts to be fully performed therein. This Agreement is not assignable
without the express written consent of PFIZER, and may be modified or amended
only in writing signed by the party to be bound.


 


12.                                 This
Agreement and documents referred to herein embody the entire understanding
between the parties hereto, will supersede prior agreements relating to the
Products, and may be modified only in writing and signed by the parties to be
bound. No activities conducted pursuant to this 


 





















 


Agreement or related
thereto, including but not limited to the future planning activities of the
parties, shall be deemed to give rise to any obligations on the part of either
party other than as expressly provided for herein.


 


IN WITNESS WHEREOF, intending to be legally bound, the
parties have executed this Agreement.


 


	
  MWI VETERINARY
  SUPPLY CO.

  	
   

  	
  PFIZER INC.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  BY:  

  	
  /s/ Jim Cleary

  	
   

  	
  BY:  

  	
  /s/ Clinton A.
  Lewis

  
	
  Print Name:  

  	
  Jim Cleary

  	
   

  	
   

  	
  Clinton A. Lewis

  
	
  Title:  

  	
  President

  	
   

  	
   

  	
  President

  
	
   

  	
   

  	
   

  	
  U.S. Operations,
  PFIZER Animal Health

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  Date:  

  	
  9/28/09

  	
   

  	
  Date: 

  	
  10/17/09

  



 
















 


EXHIBIT A 




Products


 


Biologicals


 


	
  Product No.

  	
   

  	
  Product Name

  	
   

  	
  Rx

  	
   

  	
  Pack 

  Size

  	
   

  	
  Saleable 

  Unit

  
	
   

  	
   

  	
  Canine

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  3543

  	
   

  	
  10 DS
  BRONCHICINE CAe

  	
   

  	
   

  	
   

  	
  10

  	
   

  	
  5

  
	
  3551

  	
   

  	
  1 DS BRONCHICINE
  CAe (50 x 1ds)

  	
   

  	
   

  	
   

  	
  1

  	
   

  	
  50

  
	
  4275

  	
   

  	
  1 DS VANGUARD-B

  	
   

  	
   

  	
   

  	
  1

  	
   

  	
  25

  
	
  4945

  	
   

  	
  1 DS VANGUARD
  DAP

  	
   

  	
   

  	
   

  	
  1

  	
   

  	
  25

  
	
  4952

  	
   

  	
  1 DS VANGUARD
  DAMP

  	
   

  	
   

  	
   

  	
  1

  	
   

  	
  25

  
	
  4928

  	
   

  	
  1 DS VANGUARD CV

  	
   

  	
   

  	
   

  	
  1

  	
   

  	
  50

  
	
  5300

  	
   

  	
  1 DS VANGUARD
  PLUS CPV

  	
   

  	
   

  	
   

  	
  1

  	
   

  	
  50

  
	
  5301

  	
   

  	
  10 DS VANGUARD
  PLUS CPV

  	
   

  	
   

  	
   

  	
  10

  	
   

  	
  5

  
	
  5303

  	
   

  	
  1 DS VANGUARD
  PLUS 5

  	
   

  	
   

  	
   

  	
  1

  	
   

  	
  25

  
	
  5305

  	
   

  	
  1 DS VANGUARD
  PLUS 5/CV

  	
   

  	
   

  	
   

  	
  1

  	
   

  	
  25

  
	
  5181

  	
   

  	
  1 DS VANGUARD L
  4

  	
   

  	
   

  	
   

  	
  1

  	
   

  	
  25

  
	
  5180

  	
   

  	
  1 DS VANGUARD
  PLUS 5 L4

  	
   

  	
   

  	
   

  	
  1

  	
   

  	
  25

  
	
  5179

  	
   

  	
  1 DS VANGUARD
  PLUS 5 L4-CV

  	
   

  	
   

  	
   

  	
  1

  	
   

  	
  25

  
	
  5250

  	
   

  	
  1 DS
  PORPHYROMONAS DENTICANIS-GULAE-SALIVOSA**

  	
   

  	
   

  	
   

  	
  1

  	
   

  	
  25

  
	
   

  	
   

  	
  Rabies

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  4985

  	
   

  	
  1 DS DEFENSOR 1

  	
   

  	
   

  	
   

  	
  1

  	
   

  	
  50

  
	
  4654

  	
   

  	
  10 DS DEFENSOR 1

  	
   

  	
   

  	
   

  	
  10

  	
   

  	
  5

  
	
  4627

  	
   

  	
  1 DS DEFENSOR 3
  (CALIF)

  	
   

  	
   

  	
   

  	
  1

  	
   

  	
  50

  
	
  4628

  	
   

  	
  10 DS DEFENSOR 3
  (CALIF)

  	
   

  	
   

  	
   

  	
  10

  	
   

  	
  5

  
	
  4996

  	
   

  	
  1 DS DEFENSOR 3

  	
   

  	
   

  	
   

  	
  1

  	
   

  	
  50

  
	
  4997

  	
   

  	
  10 DS DEFENSOR 3

  	
   

  	
   

  	
   

  	
  10

  	
   

  	
  5

  
	
   

  	
   

  	
  Feline

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  4310

  	
   

  	
  1 DS FELOCELL 4

  	
   

  	
   

  	
   

  	
  1

  	
   

  	
  25

  
	
  4305

  	
   

  	
  1 DS FELOCELL 3

  	
   

  	
   

  	
   

  	
  1

  	
   

  	
  25

  
	
  5313

  	
   

  	
  1 DS FELOCELL
  FVR C

  	
   

  	
   

  	
   

  	
  1

  	
   

  	
  25

  
	
  5312

  	
   

  	
  1 DS FELOCELL P

  	
   

  	
   

  	
   

  	
  1

  	
   

  	
  25

  
	
  4350

  	
   

  	
  1 DS FELOCELL
  FVR C (IN)

  	
   

  	
   

  	
   

  	
  1

  	
   

  	
  25

  
	
  4363

  	
   

  	
  1 DS LEUKOCELL 2

  	
   

  	
   

  	
   

  	
  1

  	
   

  	
  50

  
	
  4643

  	
   

  	
  1 DS FELOCELL
  FIP (IN)

  	
   

  	
   

  	
   

  	
  1

  	
   

  	
  25

  
	
   

  	
   

  	
  Biological
  Accessories

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  0204

  	
   

  	
  NEOGEN SLIP TIP SYRINGE 22 ga., 0.75”

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  100

  
	
  0205

  	
   

  	
  NEOGEN LUER LOCK
  SYRINGE 22 ga., 0.75”

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  100

  
	
  0862

  	
   

  	
  RABIES TAGS

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  100

  



 

















 


	
  Product No.

  	
   

  	
  Product Name

  	
   

  	
  Rx

  	
   

  	
  Pack 

  Size

  	
   

  	
  Saleable 

  Unit

  
	
  Anti-Infectives

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  8430

  	
   

  	
  ALBON TABLETS 125 MG

  	
   

  	
  Rx

  	
   

  	
  200 CT

  	
   

  	
  1

  
	
  8431

  	
   

  	
  ALBON TABLETS 250 MG

  	
   

  	
  Rx

  	
   

  	
  500 CT

  	
   

  	
  1

  
	
  8432

  	
   

  	
  ALBON TABLETS
  500 MG

  	
   

  	
  Rx

  	
   

  	
  100 CT

  	
   

  	
  1

  
	
  8433

  	
   

  	
  ALBON TABLETS
  500 MG

  	
   

  	
  Rx

  	
   

  	
  500 CT

  	
   

  	
  1

  
	
  8435

  	
   

  	
  ALBON ORAL SUSP
  5%

  	
   

  	
  Rx

  	
   

  	
  2 OZ

  	
   

  	
  1

  
	
  8436

  	
   

  	
  ALBON ORAL SUSP
  5%

  	
   

  	
  Rx

  	
   

  	
  16 OZ

  	
   

  	
  1

  
	
  8000

  	
   

  	
  AMOXI-DROP
  (50MG)

  	
   

  	
  Rx

  	
   

  	
  15 ML

  	
   

  	
  12

  
	
  8001

  	
   

  	
  AMOXI-DROP
  (50MG)

  	
   

  	
  Rx

  	
   

  	
  30 ML

  	
   

  	
  12

  
	
  8004

  	
   

  	
  AMOXI-TABS (50
  MG)

  	
   

  	
  Rx

  	
   

  	
  500 CT

  	
   

  	
  1

  
	
  8005

  	
   

  	
  AMOXI-TABS (100
  MG)

  	
   

  	
  Rx

  	
   

  	
  500 CT

  	
   

  	
  1

  
	
  8006

  	
   

  	
  AMOXI-TABS (200
  MG)

  	
   

  	
  Rx

  	
   

  	
  500 CT

  	
   

  	
  1

  
	
  8007

  	
   

  	
  AMOXI-TABS (150
  MG)

  	
   

  	
  Rx

  	
   

  	
  500 CT

  	
   

  	
  1

  
	
  8008

  	
   

  	
  AMOXI-TABS (400
  MG)

  	
   

  	
  Rx

  	
   

  	
  250 CT

  	
   

  	
  1

  
	
  1520

  	
   

  	
  CONVENIA INJECT

  	
   

  	
  Rx

  	
   

  	
  10 ML

  	
   

  	
  1

  
	
  1920

  	
   

  	
  CONVENIA STERILE
  WATER

  	
   

  	
  Rx

  	
   

  	
  10 ML

  	
   

  	
  1

  
	
  1422

  	
   

  	
  DELTA ALBAPLEX
  TABLETS 60 MG

  	
   

  	
  Rx

  	
   

  	
  500 CT

  	
   

  	
  1

  
	
  1423

  	
   

  	
  DELTA ALBAPLEX
  3X TABLETS 180

  	
   

  	
  Rx

  	
   

  	
  250 CT

  	
   

  	
  1

  
	
  1437

  	
   

  	
  LINCOCIN STERILE
  SOLUTION 100 MG

  	
   

  	
  Rx

  	
   

  	
  20 ML

  	
   

  	
  1

  
	
  1438

  	
   

  	
  LINCOCIN TABS
  100 MG

  	
   

  	
  Rx

  	
   

  	
  500 CT

  	
   

  	
  1

  
	
  1439

  	
   

  	
  LINCOCIN TABS
  200 MG

  	
   

  	
  Rx

  	
   

  	
  250 CT

  	
   

  	
  1

  
	
  1440

  	
   

  	
  LINCOCIN TABS
  500 MG

  	
   

  	
  Rx

  	
   

  	
  100 CT

  	
   

  	
  1

  
	
  1441

  	
   

  	
  LINCOCIN
  AQUADROPS

  	
   

  	
  Rx

  	
   

  	
  20 ML

  	
   

  	
  12

  
	
  8438

  	
   

  	
  PRIMOR TABLET
  120 MG

  	
   

  	
  Rx

  	
   

  	
  100 CT

  	
   

  	
  1

  
	
  8439

  	
   

  	
  PRIMOR TABLET
  120 MG

  	
   

  	
  Rx

  	
   

  	
  1000 CT

  	
   

  	
  1

  
	
  8440

  	
   

  	
  PRIMOR TABLET
  240 MG

  	
   

  	
  Rx

  	
   

  	
  100 CT

  	
   

  	
  1

  
	
  8441

  	
   

  	
  PRIMOR TABLET
  240 MG

  	
   

  	
  Rx

  	
   

  	
  500 CT

  	
   

  	
  1

  
	
  8442

  	
   

  	
  PRIMOR TABLET
  600 MG

  	
   

  	
  Rx

  	
   

  	
  100 CT

  	
   

  	
  1

  
	
  8443

  	
   

  	
  PRIMOR TABLET
  600 MG

  	
   

  	
  Rx

  	
   

  	
  250 CT

  	
   

  	
  1

  
	
  8444

  	
   

  	
  PRIMOR TABLET
  1200 MG

  	
   

  	
  Rx

  	
   

  	
  100 CT

  	
   

  	
  1

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  8020

  	
   

  	
  DERMA-CLENS

  	
   

  	
   

  	
   

  	
  1 OZ

  	
   

  	
  12

  
	
  1460

  	
   

  	
  MITABAN

  	
   

  	
  Rx

  	
   

  	
  10.6 ML

  	
   

  	
  6

  
	
  1460

  	
   

  	
  MITABAN

  	
   

  	
  Rx

  	
   

  	
  10.6 ML

  	
   

  	
  1-5 bottles

  
	
  7047

  	
   

  	
  MITA CLEAR

  	
   

  	
   

  	
   

  	
  12 ML

  	
   

  	
  12

  
	
  7048

  	
   

  	
  MITA CLEAR

  	
   

  	
   

  	
   

  	
  22 ML

  	
   

  	
  12

  
	
  1471

  	
   

  	
  NEO-PREDEF
  w/TETRACAINE TOPICAL POWDER

  	
   

  	
  Rx

  	
   

  	
  15 GM

  	
   

  	
  12

  
	
  8055

  	
   

  	
  OTI-CLENS

  	
   

  	
   

  	
   

  	
  4 OZ

  	
   

  	
  12

  
	
  7045

  	
   

  	
  PET-OTIC (OTC ONLY)

  	
   

  	
   

  	
   

  	
  4 OZ

  	
   

  	
  12

  
	
  6882

  	
   

  	
  PAN OTIC

  	
   

  	
   

  	
   

  	
  2 OZ

  	
   

  	
  12

  
	
  7995

  	
   

  	
  TERRAMYCIN
  OPHTHALMIC OINTMENT

  	
   

  	
   

  	
   

  	
  1/8 OZ

  	
   

  	
  12

  
	
  8276

  	
   

  	
  TRI-OPTIC-P
  OPHTHALMIC

  	
   

  	
  Rx

  	
   

  	
  1/80Z

  	
   

  	
  12

  
	
  8274

  	
   

  	
  TRI-OPTIC-S
  OPHTHALMIC

  	
   

  	
  Rx

  	
   

  	
  1/80Z

  	
   

  	
  12

  
	
  1491

  	
   

  	
  TRITOP

  	
   

  	
  Rx

  	
   

  	
  10 GM

  	
   

  	
  12

  



 

















 


	
  Product No.

  	
   

  	
  Product Name

  	
   

  	
  Rx

  	
   

  	
  Pack 

  Size

  	
   

  	
  Saleable 

  Unit

  
	
  Anipryl

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  8191

  	
   

  	
  ANIPRYL 2 MG
  (PURPLE)

  	
   

  	
  Rx

  	
   

  	
  30 CT

  	
   

  	
  1

  
	
  8192

  	
   

  	
  ANIPRYL 5 MG
  (RED)

  	
   

  	
  Rx

  	
   

  	
  30 CT

  	
   

  	
  1

  
	
  8193

  	
   

  	
  ANIPRYL 10 MG
  (BLUE)

  	
   

  	
  Rx

  	
   

  	
  30 CT

  	
   

  	
  1

  
	
  8194

  	
   

  	
  ANIPRYL 15 MG
  (ORANGE)

  	
   

  	
  Rx

  	
   

  	
  30 CT

  	
   

  	
  1

  
	
  8195

  	
   

  	
  ANIPRYL 30 MG
  (TEAL)

  	
   

  	
  Rx

  	
   

  	
  30 CT

  	
   

  	
  1

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Obesity
  Management

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  7300

  	
   

  	
  SLENTROL

  	
   

  	
  Rx

  	
   

  	
  20 ml

  	
   

  	
  1

  
	
  7301

  	
   

  	
  SLENTROL

  	
   

  	
  Rx

  	
   

  	
  50 ml

  	
   

  	
  1

  
	
  7302

  	
   

  	
  SLENTROL

  	
   

  	
  Rx

  	
   

  	
  150 ml

  	
   

  	
  1

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Anti-Emetics

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  8178

  	
   

  	
  CERENIA INJECT

  	
   

  	
  Rx

  	
   

  	
  20 ml

  	
   

  	
  1 vial

  
	
  8179

  	
   

  	
  CERENIA TABS 16
  MG

  	
   

  	
  Rx

  	
   

  	
  4 CT

  	
   

  	
  10

  
	
  8180

  	
   

  	
  CERENIA TABS 24
  MG

  	
   

  	
  Rx

  	
   

  	
  4 CT

  	
   

  	
  10

  
	
  8181

  	
   

  	
  CERENIA TABS 60
  MG

  	
   

  	
  Rx

  	
   

  	
  4 CT

  	
   

  	
  10

  
	
  8182

  	
   

  	
  CERENIA TABS 160
  MG

  	
   

  	
  Rx

  	
   

  	
  4 CT

  	
   

  	
  10

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Parasiticides

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  8512

  	
   

  	
  REVOLUTION Cat
  5.1-15 lbs (Blue)

  	
   

  	
  Rx

  	
   

  	
  6 PK

  	
   

  	
  10

  
	
  8513

  	
   

  	
  REVOLUTION Dog
  5.1-10 lbs (Purple)

  	
   

  	
  Rx

  	
   

  	
  6 PK

  	
   

  	
  10

  
	
  8514

  	
   

  	
  REVOLUTION Dog
  10.1-20 lbs (Brown)

  	
   

  	
  Rx

  	
   

  	
  6 PK

  	
   

  	
  10

  
	
  8515

  	
   

  	
  REVOLUTION Dog
  20.1-40 lbs (Red)

  	
   

  	
  Rx

  	
   

  	
  6 PK

  	
   

  	
  10

  
	
  8516

  	
   

  	
  REVOLUTION Dog
  40.1-85 lbs (Teal)

  	
   

  	
  Rx

  	
   

  	
  6 PK

  	
   

  	
  10

  
	
  8519

  	
   

  	
  REVOLUTION Dog
  85.1-130 lbs (Plum)

  	
   

  	
  Rx

  	
   

  	
  6 PK

  	
   

  	
  10

  
	
  8511

  	
   

  	
  REVOLUTION
  Puppy/Kitten up to 5lbs (Mauve)

  	
   

  	
  Rx

  	
   

  	
  3 PK

  	
   

  	
  10

  
	
  8732

  	
   

  	
  REVOLUTION Cat
  5.1-15 lbs (Blue)

  	
   

  	
  Rx

  	
   

  	
  3 PK

  	
   

  	
  10

  
	
  8733

  	
   

  	
  REVOLUTION Dog
  5.1-10 lbs (Purple)

  	
   

  	
  Rx

  	
   

  	
  3 PK

  	
   

  	
  10

  
	
  8734

  	
   

  	
  REVOLUTION Dog
  10.1-20 lbs (Brown)

  	
   

  	
  Rx

  	
   

  	
  3 PK

  	
   

  	
  10

  
	
  8735

  	
   

  	
  REVOLUTION Dog
  20.1-40 lbs (Red)

  	
   

  	
  Rx

  	
   

  	
  3 PK

  	
   

  	
  10

  
	
  8736

  	
   

  	
  REVOLUTION Dog
  40.1-85 lbs (Teal)

  	
   

  	
  Rx

  	
   

  	
  3 PK

  	
   

  	
  10

  
	
  8737

  	
   

  	
  REVOLUTION Dog
  85.1-130 lbs (Plum)

  	
   

  	
  Rx

  	
   

  	
  3 PK

  	
   

  	
  10

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Nemex/RFD

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  7990

  	
   

  	
  NEMEX 2 DISPLAY
  PACK

  	
   

  	
   

  	
   

  	
  60 ML

  	
   

  	
  12

  
	
  7991

  	
   

  	
  NEMEX 2 BULK
  PACK

  	
   

  	
   

  	
   

  	
  60 ML

  	
   

  	
  60

  
	
  7992

  	
   

  	
  NEMEX 2

  	
   

  	
   

  	
   

  	
  PINT

  	
   

  	
  1

  
	
  7993

  	
   

  	
  NEMEX SMALL DOG

  	
   

  	
   

  	
   

  	
  100 TABS

  	
   

  	
  1

  
	
  7994

  	
   

  	
  NEMEX LARGE DOG

  	
   

  	
   

  	
   

  	
  50 TABS

  	
   

  	
  1

  
	
  7986

  	
   

  	
  RFD DISPLAY PACK
  (OTC ONLY)

  	
   

  	
   

  	
   

  	
  60 ML

  	
   

  	
  12

  
	
  7985

  	
   

  	
  RFD BULK PACK
  (OTC ONLY)

  	
   

  	
   

  	
   

  	
  60 ML

  	
   

  	
  60

  



 

















 


	
  Product No.

  	
   

  	
  Product Name

  	
   

  	
  Rx

  	
   

  	
  Pack 

  Size

  	
   

  	
  Saleable 

  Unit

  
	
  Cestex

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  8032

  	
   

  	
  CESTEX TABLET 12.5 MG (Red)

  	
   

  	
  Rx

  	
   

  	
  100 CT

  	
   

  	
  1

  
	
  8033

  	
   

  	
  CESTEX TABLET 25 MG (Brown)

  	
   

  	
  Rx

  	
   

  	
  100 CT

  	
   

  	
  1

  
	
  8034

  	
   

  	
  CESTEX TABLET 50 MG (Gray)

  	
   

  	
  Rx

  	
   

  	
  50 CT

  	
   

  	
  1

  
	
  8035

  	
   

  	
  CESTEX TABLET 100 MG (Orange)

  	
   

  	
  Rx

  	
   

  	
  50 CT

  	
   

  	
  1

  
	
  8026

  	
   

  	
  CESTEX TABLET HALF BOTTLE 12.5 MG (Red)

  	
   

  	
  Rx

  	
   

  	
  50 CT

  	
   

  	
  1

  
	
  8029

  	
   

  	
  CESTEX TABLET HALF BOTTLE 25 MG (Brown)

  	
   

  	
  Rx

  	
   

  	
  50 CT

  	
   

  	
  1

  
	
  8031

  	
   

  	
  CESTEX TABLET
  HALF BOTTLE 50 MG (Gray)

  	
   

  	
  Rx

  	
   

  	
  25 CT

  	
   

  	
  1

  
	
  8036

  	
   

  	
  CESTEX TABLET
  HALF BOTTLE 100 MG (Orange)

  	
   

  	
  Rx

  	
   

  	
  25 CT

  	
   

  	
  1

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Steroids

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  1426

  	
   

  	
  DEPO-MEDROL 20
  MG/ML

  	
   

  	
  Rx

  	
   

  	
  20 ML

  	
   

  	
  1

  
	
  1489

  	
   

  	
  SOLU-DELTA-CORTEF 100 MG/10ML

  	
   

  	
  Rx

  	
   

  	
  10 ML

  	
   

  	
  1

  
	
  1490

  	
   

  	
  SOLU-DELTA-CORTEF 500 MG/10 ML

  	
   

  	
  Rx

  	
   

  	
  10 ML

  	
   

  	
  1

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Nutritionals

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Feline
  Vitamins

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  8092

  	
   

  	
  FAVOR WITH
  TAURINE

  	
   

  	
   

  	
   

  	
  60 CT

  	
   

  	
  1

  
	
  Pet
  Tabs

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  8083

  	
   

  	
  PET TABS

  	
   

  	
   

  	
   

  	
  60 CT

  	
   

  	
  1

  
	
  8084

  	
   

  	
  PET TABS

  	
   

  	
   

  	
   

  	
  180 CT

  	
   

  	
  1

  
	
  8085

  	
   

  	
  PET TABS

  	
   

  	
   

  	
   

  	
  500 CT

  	
   

  	
  1

  
	
  8107

  	
   

  	
  PET TABS PLUS

  	
   

  	
   

  	
   

  	
  60 CT

  	
   

  	
  1

  
	
  8108

  	
   

  	
  PET TABS PLUS

  	
   

  	
   

  	
   

  	
  180 CT

  	
   

  	
  1

  
	
  Vi-Sorbits

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  8866

  	
   

  	
  VI-SORBITS

  	
   

  	
   

  	
   

  	
  50 CT

  	
   

  	
  1

  
	
  8868

  	
   

  	
  VI-SORBTTS

  	
   

  	
   

  	
   

  	
  200 CT

  	
   

  	
   

  
	
  Other
  Skin and Hair

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  8105

  	
   

  	
  PET-FA LIQUID

  	
   

  	
   

  	
   

  	
  80Z

  	
   

  	
  1

  
	
  Unipet
  Nutritabs

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  1497

  	
   

  	
  UNIPET NUTRITABS
  300 CT *

  	
   

  	
   

  	
   

  	
  300 CT

  	
   

  	
  12

  
	
  Specialties

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  8022

  	
   

  	
  LAX-AIRE

  	
   

  	
   

  	
   

  	
  3 OZ

  	
   

  	
  1

  
	
  8060

  	
   

  	
  PET CAL TABLETS

  	
   

  	
   

  	
   

  	
  60 CT

  	
   

  	
  1

  
	
  8061

  	
   

  	
  PET CAL TABLETS

  	
   

  	
   

  	
   

  	
  180 CT

  	
   

  	
  1

  
	
  8044

  	
   

  	
  PET-TINIC

  	
   

  	
   

  	
   

  	
  1 OZ

  	
   

  	
  1

  
	
  8045

  	
   

  	
  PET-TINIC

  	
   

  	
   

  	
   

  	
  4 OZ

  	
   

  	
  1

  
	
  Disinfectants

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  1487

  	
   

  	
  ROCCAL-D PLUS

  	
   

  	
   

  	
   

  	
  1 GL

  	
   

  	
  1

  



 

















 


	
  Product No.

  	
   

  	
  Product Name

  	
   

  	
  Rx

  	
   

  	
  Pack 

  Size

  	
   

  	
  Saleable 

  Unit

  
	
  Other
  Canine and Feline Products

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  8255

  	
   

  	
  ELIMIN-ODOR PET
  ACCIDENT

  	
   

  	
   

  	
   

  	
  8 OZ

  	
   

  	
  1

  
	
  8258

  	
   

  	
  GEN PUR
  ELIMIN-ODOR

  	
   

  	
   

  	
   

  	
  8 OZ

  	
   

  	
  1

  
	
  8262

  	
   

  	
  CANINE
  ELIMIN-ODOR

  	
   

  	
   

  	
   

  	
  8 OZ

  	
   

  	
  1

  
	
  8264

  	
   

  	
  FELINE
  ELIMIN-ODOR

  	
   

  	
   

  	
   

  	
  8 OZ

  	
   

  	
  1

  
	
  8269

  	
   

  	
  PET STAIN
  ELIMINATOR

  	
   

  	
   

  	
   

  	
  8 OZ

  	
   

  	
  1

  
	
  8299

  	
   

  	
  PET HAIR
  ATTRACTOR REFILL

  	
   

  	
   

  	
   

  	
  12 CT

  	
   

  	
  1

  
	
  8300

  	
   

  	
  PET HAIR
  ATTRACTOR

  	
   

  	
   

  	
   

  	
  12 CT

  	
   

  	
  1

  
	
  0309

  	
   

  	
  PLASTIC
  DISPENSING BAGS

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  250

  



 






*These products will be
discontinued when inventory is depleted.


 
















 


Exhibit B


 


AAHA/MarketLink Customer
List of Customers for whom incentive Payments may be made under Exhibit D,
Paragraph 2 includes /**/ Indentified AAHA/MarketLink Accounts and have been
sent under separate cover.


 

















 


Exhibit C


 


MWI AAHA Marketlink 2009 Agreement


Revolution Customers that
receive Logistics Fee for Sales in Excess of /**/ and with


sales of /**/ or more
count towards Incentive Payment


 


List of Approved
Revolution Customers with Purchases Greater than /**/


 


	
  HIN

  	
   

  	
  NARC

  	
   

  	
  NARC Name

  	
   

  	
  Parent NARC

  	
   

  	
  Approved Company

  
	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  



 

















 


EXHIBIT C


 


MWI AAHA Marketlink 2009
Agreement


Revolution Customers that
receive Logistics Fee for Sales in Excess of /**/ and with


sales of /**/ or more
count towards Incentive Payment


 


List of Approved Revolution
Customers with Purchases Greater than /**/


 

















 


Exhibit D




Compensation


 


DEFINITIONS:


 


“Sales” shall
mean revenues generated by gross sales of Products less any legitimate returns.


 


PFIZER shall compensate MWI as follows:


 


1.                                       LOGISTICS PAYMENT:


 


In return for MWI receiving shipments at its 12
shipping locations and reshipping to customers as specified in paragraph 3 (c) above,
PFIZER shall pay MWI a logistics payment of /**/ of Sales out by MWI to the
AAHA MARKETLink Customers listed in Exhibit E for all Sales out by MWI of
PFIZER CAD products listed in Exhibit A only, including Sales out of up to
/**/ of Revolution per customer for all customers, and Sales out of Revolution
in excess of /**/ per customer only for those
customers on the list provided in Exhibit C hereto. This payment will be
made /**/. For purposes of this paragraph 1 AAHA MARKETLink Customers shall
mean all those customers that are AAHA member practices.


 


2.                                       INCENTIVE PAYMENT:


 


(a)                                  PFIZER
will pay MWI an Incentive Payment as described in this paragraph 2 of Exhibit D.
The Incentive Payment will be based on Sales out by MWI only to customers who
are on Exhibit B hereto at the time this Agreement is first signed by
PFIZER and MWI. Sales to any Customers added to Exhibit B after the date
of last signature hereto shall NOT qualify towards calculation of the incentive
payment made under this paragraph 2.


 


(b)                                 The
Incentive Payment shall be calculated as follows:


 


(i)                                     /**/


 


(ii)                                  /**/


 


3.                                       PRODUCT EXCLUSIONS:


 


(a)                                  This
Agreement covers PFIZER companion animal products only, provided however, that
Rimadyl, Clavamox, Simplicef, Dexdomitor, Antisedan, Doxirobe, Medrol,
Antirobe, Temaril-P,Zeniquin Terramycin Opthalmic Ointment, Roccal D Plus, Depo
Medrol 40mg/5ml and Solu Delta Cortef 100mg and 500mg /10ml are handled in
separate agreements, and are not subject to the payment terms in this
agreement. NO payment in any form shall be due to MWI for Sales by MWI of these
products under this Agreement.


 





















 


Chart A: Base Target VS. Target Milestones for September -
December 2009


 


	
   

  	
   

  	
   

  	
   

  	
  SALES OUT TARGETS REPRESENTING GROWTH

  OVER BASE TARGET FOR 2009

  	
   

  
	
  Category

  	
   

  	
  2008 Actual 

  Sales

  	
   

  	
  2009 Base 

  Target

  	
   

  	
  Tier 1 Sales Target

  10% Incentive Payment on 

  incremental Sales above

  2008 actual Sales if Sales

  Exceed:

  	
   

  	
  Tier 2 Sales Target

  15% Incentive Payment on

  Incremental Sales above 

  Tier 1 Sales Target if Sales

  Exceed:

  	
   

  
	
  Base Products *

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  4 - Way Lepto

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  Bronchicine

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  Cerenia

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  Convenia

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  Feline Revolution

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  Totals

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  



 


Chart B: Monthly Base Target Schedule


 


	
  Category

  	
   

  	
  September-

  December 

  2009

  	
   

  	
  September 

  2009

  	
   

  	
  October

  2009

  	
   

  	
  November

  2009

  	
   

  	
  December

  2009

  	
   

  
	
  Base Products*

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  4-Way Lepto

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  Bronchicine

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  Cerenia

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  Convenia

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  Feline Revolution

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  Totals

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  



 


Chart C: Monthly Tier 1 Target
Schedule


 


	
  Category

  	
   

  	
  September-

  December 

  2009

  	
   

  	
  September 

  2009

  	
   

  	
  October

  2009

  	
   

  	
  November

  2009

  	
   

  	
  December

  2009

  	
   

  
	
  Base Products*

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  4-Way Lepto

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  Bronchicine

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  Cerenia

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  Convenia

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  Feline Revolution

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  Totals

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  



 

















 


Chart D: Monthly Tier 2 Target Schedule


 


	
  Category

  	
   

  	
  September-

  December 

  2009

  	
   

  	
  September 

  2009

  	
   

  	
  October

  2009

  	
   

  	
  November

  2009

  	
   

  	
  December

  2009

  	
   

  
	
  Base Products*

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  4-Way Lepto

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  Bronchicine

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  Cerenia

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  Convenia

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  Feline Revolution

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  
	
  Totals

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  	
  /**/

  	
   

  



 






*All Products listed on Exhibit A other than
Bronchicine, Cerenia, Convenia, L4 Vaccines, and Feline Revolution.


 

















 


Exhibit E


 


/**/ Accounts for whom logistics payments will be made
in accordance with Exhibit D, paragraph 1.


 


(1)As it pertains to the /**/ accounts eligible for
logistics fees from their AAHA as specified in Exhibit D, paragraph 1. MWI
may drop /**/ AAHA-MARKETLink accounts that are no longer valid AAHA members
due to not renewing their AAHA membership.


 


(2) MWI may add /**/ AAHA members that joined
AAHA prior to January 1, 2009. This net addition of /**/ accounts would be
eligible for logistics payments only.


 

















 


EXHIBIT F



Pfizer Domestic 2009 Calendar


 


	
  Accounting Period

  	
   

  	
  Close Date

  	
   

  	
  # of Weeks

  
	
  AP 1

  	
   

  	
  1/27/09

  	
   

  	
  4

  
	
  AP 2

  	
   

  	
  2/24/09

  	
   

  	
  4

  
	
  AP 3

  	
   

  	
  3/30/09

  	
   

  	
  5

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  AP 4

  	
   

  	
  4/27/09

  	
   

  	
  4

  
	
  AP 5

  	
   

  	
  5/25/09

  	
   

  	
  4

  
	
  AP 6

  	
   

  	
  6/29/09

  	
   

  	
  5

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  AP 7

  	
   

  	
  7/27/09

  	
   

  	
  4

  
	
  AP 8

  	
   

  	
  8/24/09

  	
   

  	
  4

  
	
  AP 9

  	
   

  	
  9/28/09

  	
   

  	
  5

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  AP 10

  	
   

  	
  10/26/09

  	
   

  	
  4

  
	
  AP 11

  	
   

  	
  11/23/09

  	
   

  	
  4

  
	
  AP 12

  	
   

  	
  12/31/09

  	
   

  	
  5