0001193125-12-038255 Sample Contracts

WARRANT AGREEMENT

Warrant Agreement • February 3rd, 2012 • Central Federal Corp • Savings institution, federally chartered • New Jersey

• Contract Type
  Warrant Agreement
• Filed
  February 3rd, 2012
• Company
  Central Federal Corp
• Industry
  Savings institution, federally chartered
• Jurisdiction
  New Jersey

THIS WARRANT AGREEMENT, dated as of this day of , 2012 by and between CENTRAL FEDERAL CORPORATION, a Delaware corporation (the “Company”), and Registrar and Transfer Company, a New Jersey corporation (the “Warrant Agent”).

FINANCIAL ADVISORY SERVICES AGREEMENT Central Federal Corporation (a Delaware corporation) Up to 30,000,000 Shares of Common Stock Including Subscription Rights to Purchase up to 24,965,000 Shares of Common Stock

Financial Advisory Services Agreement • February 3rd, 2012 • Central Federal Corp • Savings institution, federally chartered • Ohio

• Contract Type
  Financial Advisory Services Agreement
• Filed
  February 3rd, 2012
• Company
  Central Federal Corp
• Industry
  Savings institution, federally chartered
• Jurisdiction
  Ohio

AMENDED STANDBY PURCHASE AGREEMENT

Purchase Agreement • February 3rd, 2012 • Central Federal Corp • Savings institution, federally chartered • Ohio

• Contract Type
  Purchase Agreement
• Filed
  February 3rd, 2012
• Company
  Central Federal Corp
• Industry
  Savings institution, federally chartered
• Jurisdiction
  Ohio

THIS STANDBY PURCHASE AGREEMENT (this “Agreement”), dated as of , 2012, is by and among Central Federal Corporation, a Delaware corporation (the “Company”), and (a “Standby Purchaser”).