0001570931-14-000045 Sample Contracts

MODIFICATION NO. 1 TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • July 8th, 2014 • Healthcare Corp of America • Retail-drug stores and proprietary stores • California

This Modification No. 1 to Amended and Restated Loan and Security Agreement (“Modification”) is entered into as of June 1, 2014 (the “Modification Effective Date”), by and between Partners for Growth III, L.P., a Delaware limited partnership with its principal place of business at 150 Pacific Avenue, San Francisco, California 94111 ("PFG") and each of Healthcare Corporation of America, a Delaware corporation (FKA “Selway Capital Acquisition Corporation” (“Borrower”)), Healthcare Corporation of America, a New Jersey corporation, Prescription Corporation of America, a New Jersey corporation, and PCA Benefits, Inc., a New Jersey corporation, each with its principal place of business as at the Modification Effective Date at 66 Ford Road, Suite 230, Denville, NJ 07834 (individually and collectively, jointly and severally “Guarantor” and, together with Borrower, “Obligor”), with reference to the following facts:.

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AMENDMENT AGREEMENT
Amendment Agreement • July 8th, 2014 • Healthcare Corp of America • Retail-drug stores and proprietary stores

This AMENDMENT AGREEMENT (this “Agreement”), dated as of June 30, 2014 is entered into by and between Healthcare Corporation of America, a Delaware corporation (the “Company”) and the holders (the “Holders”) of the Company’s 10% Secured Convertible Debentures (“Debentures”) and Common Stock Purchase Warrants (“Warrants”) issued pursuant to that certain Securities Purchase Agreement, dated May 31, 2014 (the “Purchase Agreement”). Capitalized terms used herein, but not otherwise defined, shall have the meanings ascribed to such terms in the Purchase Agreement.

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