0001144204-11-051304 Sample Contracts

LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • September 6th, 2011 • HealthWarehouse.com, Inc. • Retail-drug stores and proprietary stores • New York

This LOAN AND SECURITY AGREEMENT is dated as of September 2, 2011, by and between Healthwarehouse.com, Inc., a Delaware corporation (“Parent”), HWAREH.com, Inc., a Delaware corporation (“Subsidiary 1”) and Hocks.com, Inc., an Ohio corporation (“Subsidiary 2” and, together with Parent and Subsidiary 1, each a “Borrower” and collectively, the “Borrowers”), HWH Lending LLC, a Delaware limited liability company (“HWH”), and Milfam I L.P., a Georgia limited partnership (“MIL”) each as lender (“Lender” and collectively, the “Lenders”).

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STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • September 6th, 2011 • HealthWarehouse.com, Inc. • Retail-drug stores and proprietary stores • Delaware

This Stock Purchase Agreement (the “Agreement”) is made as of September 2, 2011, by and among Rock Castle Holdings, LLC, an Ohio limited liability company (the “Seller”) and Healthwarehouse.com, Inc., a Delaware corporation (the “Purchaser”).

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