0001144204-08-019159 Sample Contracts

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • March 31st, 2008 • Opko Health, Inc. • Blank checks • Florida

This Stock Purchase Agreement is dated as of December 4, 2007 (this "Agreement"), between OPKO Health, Inc., a Delaware corporation (the "Company"), and the members of The Frost Group, LLC, as listed on Annex A hereto (collectively, the "Purchasers").

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OPKO HEALTH, INC.
Opko Health, Inc. • March 31st, 2008 • Blank checks • Florida
OPKO HEALTH, INC. - and - OTI HOLDINGS LIMITED - and -
Exchange and Support Agreement • March 31st, 2008 • Opko Health, Inc. • Blank checks • Ontario

EACH HOLDER OF EXCHANGEABLE SHARES in the capital of the Corporation listed in Schedule A to this Agreement, as amended from time to time

SHARE PURCHASE AGREEMENT November 28, 2007
Share Purchase Agreement • March 31st, 2008 • Opko Health, Inc. • Blank checks • Ontario
OPHTHALMIC TECHNOLOGIES INC. SHARE PURCHASE AGREEMENT April 11, 2007
Share Purchase Agreement • March 31st, 2008 • Opko Health, Inc. • Blank checks • Florida

This Share Purchase Agreement (the “Agreement”) is made and entered into as of April 11, 2007, by and among Ophthalmic Technologies, Inc., an Ontario corporation (the “Company”); and Exegenics Inc., a Delaware corporation (the “Investor”).

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