0000950144-07-000887 Sample Contracts

FORM OF WARRANT AGREEMENT
Form of Warrant Agreement • February 6th, 2007 • MBF Healthcare Acquisition Corp. • Blank checks • New York

This Warrant Agreement is made as of ___, 2007 between MBF Healthcare Acquisition Corp., a Delaware corporation, with offices at 121 Alhambra Plaza, Suite 1100 Coral Gables, Florida 33134 (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (the “Warrant Agent”).

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AMENDED PRIVATE PLACEMENT PURCHASE AGREEMENT
Private Placement Purchase Agreement • February 6th, 2007 • MBF Healthcare Acquisition Corp. • Blank checks • Florida

THIS AMENDED PRIVATE PLACEMENT PURCHASE AGREEMENT (this “Agreement”) made as of this 2nd day of February, 2007 among MBF HEALTHCARE ACQUISITION CORP., a Delaware corporation (the “Company”), and MBF HEALTHCARE PARTNERS, L.P., (the “Purchaser”).

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