Exhibit 10.1


 


EXECUTION
VERSION


 


PRIVILEGED
AND CONFIDENTIAL


PROVIDED
AS PART OF SETTLEMENT DISCUSSIONS


SUBJECT
TO RULE 408 OF THE FEDERAL RULES OF EVIDENCE


AND ALL
BANKRUPTCY AND STATE LAW EQUIVALENTS


 


THIRD
AMENDMENT TO PLAN SUPPORT AGREEMENT REGARDING


CURATIVE
HEALTH SERVICES, INC. AND ITS SUBSIDIARIES


 


THIS THIRD AMENDMENT TO PLAN SUPPORT
AGREEMENT (this “Amendment”), is entered into as of March 15,
2006, by and among (a) Curative Health Services, Inc., and its
subsidiaries(1) (collectively, the “Company” or “Curative”);
and (b) the holders (or investment managers or advisers for the beneficial
owners) identified on Schedule 1 (the “Supporting Noteholders”)
of the Curative Health Services, Inc. $185 million 103/4%
Senior Notes Due 2011 (the “Senior Notes”) who are Parties (or their
successors) to that Plan Support Agreement, dated as of December 2, 2005
(as amended, the “Agreement”). Capitalized terms used but not otherwise
defined herein shall have the meanings assigned to them in the Agreement.


 


WHEREAS, the Agreement was amended on December 14,
2005, and on February 3, 2006.


 


WHEREAS, the Agreement contains a provision stating
that all obligations under the Agreement shall automatically terminate if the
Company fails to file the Plan with the Bankruptcy Court by March 15,
2006.


 


WHEREAS, Curative and the Supporting Noteholders wish
to extend the date by which the Company must file the Plan as set forth herein.


 


NOW, THEREFORE, in consideration of the premises and
the mutual covenants and agreements set forth herein, and for other good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, each of the Parties hereto hereby agrees as follows:


 


1.                                       Amendments. The Agreement is hereby
amended as follows:


 


(a) Section 7(iii) of
the Agreement is hereby amended by replacing the phrase “the Company fails to
file the Plan with the Bankruptcy Court by March 15, 2006” with the phrase
“the Company fails to file the Plan with the Bankruptcy Court by March 28,
2006.”


 






(1) The subsidiaries
which are parties to this Agreement are: 
Apex Therapeutic Care, Inc., eBioCare.com, Inc., CHS Services, Inc.,
Hemophilia Access, Inc., Infinity Infusion, LLC, Infinity Infusion II,
LLC, Infinity Infusion Care, Ltd., Curative Health Services of New York, Inc.,
Optimal Care Plus, Inc., MedCare, Inc., Critical Care Systems, Inc.,
Curative Health Services Co., Curative Health Services III Co., and Curative
Pharmacy Services, Inc.


 

















 


2.                                       No Further Effect. Nothing in this Amendment
shall be deemed to amend, modify, supplement, waive, discharge or terminate or
otherwise alter the Agreement or any term or condition thereof or any Exhibit or
Schedule thereto, or any remedy available thereunder, in any manner other
than as expressly stated in Section 1 hereof.


 


3.                                       Counterparts; Fax Signatures. This Amendment may be
executed in two or more counterparts, each of which shall be deemed an
original, but all of which together shall constitute one and the same
instrument. Delivery of an executed counterpart of a signature page by
facsimile transmission shall be effective as delivery of a manually executed
counterpart.


 


4.                                       Governing Law. Except to the extent that the
Bankruptcy Code or Bankruptcy Rules are applicable, the rights and
obligations arising under this Amendment shall be governed by, and construed
and enforced in accordance with, the laws of the State of New York applicable
to contracts made and performed entirely within such state.


 


IN WITNESS WHEREOF, each of the Parties
hereto has caused this Amendment to be executed and delivered by its duly
authorized officers as of the date first written above.


 


[Remainder of page intentionally blank; signature
pages follow]


 

















 


	
   

  	
  CURATIVE
  HEALTH SERVICES, INC.,

  
	
   

  	
  a
  Minnesota corporation formerly known as

  Curative Holding Co.

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
  Name:

  	
   

  	
   

  
	
   

  	
  Title:

  	
   

  	
   

  
	
   

  	
  Date:

  	
   

  	
   

  
						



 

















 


	
   

  	
  EBIOCARE.COM, INC.

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
  Name:

  	
   

  	
   

  
	
   

  	
  Title:

  	
   

  	
   

  
	
   

  	
  Date:

  	
   

  	
   

  
						



 

















 


	
   

  	
  HEMOPHILIA
  ACCESS, INC.

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
  Name:

  	
   

  	
   

  
	
   

  	
  Title:

  	
   

  	
   

  
	
   

  	
  Date:

  	
   

  	
   

  
						



 

















 


	
   

  	
  APEX
  THERAPEUTIC CARE, INC.

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
  Name:

  	
   

  	
   

  
	
   

  	
  Title:

  	
   

  	
   

  
	
   

  	
  Date:

  	
   

  	
   

  
						



 

















 


	
   

  	
  CHS
  SERVICES, INC.

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
  Name:

  	
   

  	
   

  
	
   

  	
  Title:

  	
   

  	
   

  
	
   

  	
  Date:

  	
   

  	
   

  
						



 

















 


	
   

  	
  CURATIVE
  HEALTH SERVICES OF NEW

  YORK, INC.

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
  Name:

  	
   

  	
   

  
	
   

  	
  Title:

  	
   

  	
   

  
	
   

  	
  Date:

  	
   

  	
   

  
						



 

















 


	
   

  	
  OPTIMAL
  CARE PLUS, INC.

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
  Name:

  	
   

  	
   

  
	
   

  	
  Title:

  	
   

  	
   

  
	
   

  	
  Date:

  	
   

  	
   

  
						



 

















 


	
   

  	
  INFINITY
  INFUSION, LLC

  
	
   

  	
   

  
	
   

  	
  By:
  Curative Health Services Co., its Sole

  Member

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
  Name:

  	
   

  	
   

  
	
   

  	
  Title:

  	
   

  	
   

  
	
   

  	
  Date:

  	
   

  	
   

  
						



 

















 


	
   

  	
  INFINITY
  INFUSION II, LLC

  
	
   

  	
   

  
	
   

  	
  By:
  Curative Health Services Co., its Sole

  Member

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
  Name:

  	
   

  	
   

  
	
   

  	
  Title:

  	
   

  	
   

  
	
   

  	
  Date:

  	
   

  	
   

  
						



 

















 


	
   

  	
  INFINITY
  INFUSION CARE, LTD.

  
	
   

  	
   

  
	
   

  	
  By:
  Infinity Infusion II, LLC, its Sole General

  Partner

  
	
   

  	
   

  
	
   

  	
  By:
  Curative Health Services Co., the Sole

  Member of Infinity Infusion II, LLC

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
  Name:

  	
   

  	
   

  
	
   

  	
  Title:

  	
   

  	
   

  
	
   

  	
  Date:

  	
   

  	
   

  
						



 

















 


	
   

  	
  MEDCARE, INC.

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
  Name:

  	
   

  	
   

  
	
   

  	
  Title:

  	
   

  	
   

  
	
   

  	
  Date:

  	
   

  	
   

  
						



 

















 


	
   

  	
  CURATIVE
  PHARMACY SERVICES, INC.

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
  Name:

  	
   

  	
   

  
	
   

  	
  Title:

  	
   

  	
   

  
	
   

  	
  Date:

  	
   

  	
   

  
						



 

















 


	
   

  	
  CURATIVE
  HEALTH SERVICES CO.,

  
	
   

  	
  a
  Minnesota corporation formerly known as

  Curative Health Services, Inc.

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
  Name:

  	
   

  	
   

  
	
   

  	
  Title:

  	
   

  	
   

  
	
   

  	
  Date:

  	
   

  	
   

  
						



 

















 


	
   

  	
  CRITICAL
  CARE SYSTEMS, INC.

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
  Name:

  	
   

  	
   

  
	
   

  	
  Title:

  	
   

  	
   

  
	
   

  	
  Date:

  	
   

  	
   

  
						



 

















 


	
   

  	
  CURATIVE HEALTH SERVICES III CO.

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
  Name:

  	
   

  	
   

  
	
   

  	
  Title:

  	
   

  	
   

  
	
   

  	
  Date:

  	
   

  	
   

  
						



 

















 


SCHEDULE 1


Supporting
Noteholders


 


1.          AIG Global Investment
Corp., as advisor and sub-advisor for certain funds and accounts.


 


2.          Barclays Bank PLC


 


3.          BlackRock Financial
Management, Inc., as Investment Advisor/Sub-Advisor to various accounts.


 


4.          Merrill Lynch, Pierce,
Fenner & Smith Incorporated (but only in its capacity as the holder of
Senior Notes for the account of the Merrill Lynch Principal Credit Group; this
Agreement shall not bind or otherwise apply to Merrill Lynch, Pierce, Fenner &
Smith Incorporated in any other capacity or with respect to any other Senior
Notes that may be held by it)


 


5.          RCG Carpathia Master
Fund, Ltd.


 

















 


	
   

  	
  AIG
  Global Investment Corp. (as advisor and

  sub-advisor for certain funds and accounts)

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
  Name:

  	
   

  	
   

  
	
   

  	
  Title:

  	
   

  	
   

  
	
   

  	
  Date:

  	
   

  	
   

  
						



 

















 


	
   

  	
  Barclays Bank PLC

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
  Name:

  	
   

  	
   

  
	
   

  	
  Title:

  	
   

  	
   

  
	
   

  	
  Date:

  	
   

  	
   

  
						



 

















 


	
   

  	
  BlackRock Financial Management, Inc.
  (as

  Investment Advisor/Sub-Advisor to various

  accounts)

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
  Name:

  	
   

  	
   

  
	
   

  	
  Title:

  	
   

  	
   

  
	
   

  	
  Date:

  	
   

  	
   

  
						



 

















 


	
   

  	
  Merrill Lynch, Pierce, Fenner &
  Smith

  Incorporated (but only in its capacity as the

  holder of Senior Notes for the account of the

  Merrill Lynch Principal Credit Group; this

  Agreement shall not bind or otherwise apply to

  Merrill Lynch, Pierce, Fenner & Smith

  Incorporated in any other capacity or with

  respect to any other Senior Notes that may be

  held by it)

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
  Name:

  	
   

  	
   

  
	
   

  	
  Title:

  	
   

  	
   

  
	
   

  	
  Date:

  	
   

  	
   

  
						



 

















 


	
   

  	
  RCG Carpathia Master Fund, Ltd.

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
  Name:

  	
   

  	
   

  
	
   

  	
  Title:

  	
   

  	
   

  
	
   

  	
  Date: