0001193125-10-144065 Sample Contracts

Contract
Comprehensive Care Corp • June 22nd, 2010 • Hospital & medical service plans • Florida

THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR A VALID EXEMPTION EXISTS WITH RESPECT THERETO, OR SUCH SECURITIES MAY BE SOLD PURSUANT TO RULE 144 UNDER THE SECURITIES ACT.

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AGREEMENT OF EXCHANGE AND ISSUANCE OF SENIOR NOTES AND WARRANTS
Agreement of Exchange And • June 22nd, 2010 • Comprehensive Care Corp • Hospital & medical service plans • New York

Agreement made as of the 17th day of June, 2010, by and between Comprehensive Care Corporation, a Delaware corporation with its principal place of business located at 3405 W. Dr. Martin Luther King Jr. Blvd., Suite 101, Tampa, FL 33607 (“CompCare”) and Alan D. Vogt and Linda S. Vogt (collectively, the “Trustees”), as Trustees of the Linda S. Vogt Indenture Trust (the “Trust”).

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