0001144204-07-003277 Sample Contracts

WARRANT CLARIFICATION AGREEMENT
Warrant Clarification Agreement • January 25th, 2007 • Healthcare Acquisition Corp • Blank checks • New York

This Warrant Clarification Agreement (this “Agreement”), dated January 23, 2007, is to the Warrant Agreement, dated as of July 28, 2005 (the “Warrant Agreement”), by and between Healthcare Acquisition Corp., a Delaware corporation (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation (“Warrant Agent”).

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Re: Letter of Engagement
Advisory Agreement • January 25th, 2007 • Healthcare Acquisition Corp • Blank checks • New York

The purpose of this Advisory Agreement (“Agreement”) is to confirm the agreement between Healthcare Acquisition Corp., a Delaware corporation (“Company”), and Maxim Group LLC (“Maxim”), a New York limited liability company whose offices are located in New York City, New York with respect to the matters herein set forth.

AMENDMENT TO UNIT PURCHASE OPTION
Unit Purchase Option • January 25th, 2007 • Healthcare Acquisition Corp • Blank checks

This AMENDMENT TO UNIT PURCHASE OPTION (this ‘‘Amendment’’), dated January 23, 2007, is made by and between Healthcare Acquisition Corp. (the ‘‘Company’’) and the holder designated on the signature page hereof (‘‘Holder’’), to that certain Unit Purchase Option referred to below.

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