Exhibit
        10.1

      Page
        1 of
        6 

       

      AGREEMENT
        FOR PURCHASE AND SALE OF STOCK

      


      This
        Agreement for Purchase and Sale of Stock (“Agreement”) is made as of June 20,
        2008 by and among Nazar Haidri, M.D. (“Seller”), an individual with a principal
        address of 2333 Morris Avenue Union, New Jersey, and Modern Medical Modalities
        Corporation (“MMMC” or “Buyer”), a New Jersey corporation with a principal
        business address of 439 Chestnut Street, Union, New Jersey.

      


      1. Sale
        and Transfer of Stock.
        Subject
        to the terms and conditions set forth in this Agreement, Seller agrees to
        sell,
        convey, transfer, assign, and deliver to Buyer, and Buyer agrees to purchase
        from Seller, the stock (“Stock”) of Seller related to Seller’s business share in
        Union Imaging Associates, Inc.

      


      2. Consideration
        From Buyer at Closing.
        As full
        payment for the transfer of the Stock to Buyer, at the closing (“Closing”) of
        the sale of Stock, Buyer shall deliver to Seller a stock certificate(s) in
        the
        name of Seller, or its assigns, representing 150,000 shares of MMMC common
        stock
        and $36,000 paid equally over 18 months with the first payment beginning
        30 days
        from closing date, which represents the “Purchase Price”. 

      


      3.
        Seller
        Stock Put Option.
        If
        the
        average price of the Common Stock is less than $0.30 for any consecutive
        20 day
        period during the first 90 day period commencing at the end of the fifteenth
        month subsequence to the date of this Agreement, Dr. Haidri will have the
        right
        to put the Stock to Modern Medical Modalities Corporation for $45,000 or
        pro-ratable portion thereof, computed by multiplying the number of shares
        being
        put by the result of dividing $45,000 by 150,000 shares.

      


      4.
        Piggy-Back
        Registration Rights.
        If
        the
        company completes a SB-2 registration during the stock holding period required
        under Rule 144, the Company will include the 300,000 shares delivered by
        the
        Buyer to the Seller in the SB-2 registration.

      


      5. Assumption
        of Liabilities.
        It is
        expressly understood and agreed that Buyer shall not be liable for any of
        the
        obligations or liabilities of Seller of any kind and nature. 

      


      6. Taxes.
        Seller
        shall be responsible and shall pay all taxes of any kind or character relating
        to the Stock, if any. Furthermore, Seller shall be responsible for the payment
        of any transfer taxes of any kind or character arising from the sale and
        transfer of the Stock pursuant to this Agreement.

      


      
        
          7.
            Representations
            and Warranties of Seller.
            Seller
            represents and warrants, that:

        

      

      


      7.1 Debts,
        Obligations and Liabilities.
        Seller
        does not have any debts, liabilities, or obligations of any nature, whether
        accrued, absolute, contingent, or otherwise, whether due or to become due,
        related to or encumbering the Stock. The Seller has a $15,883.51 note payable
        balance due to MMMC relate to loans advanced to the Partners of Union Imaging
        Associates, Inc. This note payable will be forgiven by MMMC subject to execution
        of this contract.

      


      7.2 Tax
        Returns Filed.
        Within
        the times and in the manner prescribed by law, Seller has filed all tax returns
        required by law and has paid all taxes, assessments and penalties due and
        payable. There are no present disputes as to taxes of any nature payable
        by
        Seller. Seller will provide Buyer with copies of all tax returns filed for
        the
        last three fiscal years if requested by Buyer.


      
        
           

        

        
           

          
            

          

        

        
           

        

      


      Exhibit
        10.1

      Page
        2 of
        6 

      


      7.3 Title
        to Stock.
        Seller
        has good and marketable title to the Stock and interests in the Stock, whether
        real, personal, mixed, tangible, or intangible, which constitute all the
        Stock
        and interests in the Stock that Seller is transferring to Buyer. The Stock
        is
        free and clear of restrictions on or conditions to transfer or assignment,
        and
        free and clear of mortgages, liens, pledges, charges, encumbrances, equities,
        claims, easements, covenants, conditions or restrictions, the lien of current
        taxes not yet due and payable and possible minor matters that, in the aggregate,
        are not substantial in amount and do not materially detract from or interfere
        with the present or intended use of the Stock. 

      


      7.4 Compliance
        with Laws.
        Seller
        has complied with, and is not in violation of, any statute, law or regulation
        affecting the Stock.

      


      7.5 Litigation.
        There
        is not pending, and Seller is unaware of any threatened suit, action,
        arbitration or legal, administrative or other proceeding, or governmental
        investigation, against or affecting the Stock. 

      


      7.6 Agreement
        Will Not Cause Breach or Violation.
        The
        consummation of the transaction contemplated by this Agreement will not result
        in or constitute any of the following: (1) a default or an event that, with
        notice or lapse of time or both, would be a default, breach or violation
        of any
        lease, license, promissory note, conditional sales contract, commitment,
        indenture, mortgage, deed of trust, or other agreement, instrument or
        arrangement to which Seller is a party or by which the Assets are bound;
        (2) an
        event that would permit any party to terminate any agreement or to accelerate
        the maturity of any indebtedness or other obligation of Seller related to
        the
        Stock; or (3) the creation or imposition of any lien, charge or encumbrance
        on
        the Stock.

      


      7.7 Authority
        and Consents.
        Seller
        has the right, power, legal capacity and authority to enter into and perform
        its
        obligations under this Agreement, and no approvals or consents of any
        governmental authorities or persons other than Seller are necessary in
        connection with it. The execution and delivery of this Agreement by Seller
        has
        been duly authorized by all necessary corporate action on the part of
        Seller.

      


      7.8 Full
        Disclosure.
        None of
        the representations and warranties made by Seller in this Agreement, or made
        in
        any certificate or memorandum furnished or to be furnished by Seller, contains
        or will contain any untrue statement of a material fact, or omits to state
        a
        material fact, necessary to make the statements made not misleading. All
        representations and warranties of Seller included in this Agreement and in
        any
        written statements delivered to Buyer under this Agreement will be true and
        correct as of the Closing Date as if made on that date.

      


      8. Indemnification
        and Survival of Representations and Warranties.

      


      8.1 Survival
        of Representations, Warranties, Covenants and Agreements.
        The
        representations, warranties, covenants, agreements and undertakings of Seller
        set forth herein shall survive the Closing.

      


      8.2 Indemnification
        by Seller.
        Seller
        shall indemnify, defend and hold harmless Buyer and its past and present
        officers, directors, affiliates, agents and representatives against and in
        respect of any and all claims, demands, losses, costs, expenses, obligations,
        liabilities, damages, recoveries and deficiencies, including interest, penalties
        and reasonable attorney’s fees, that Buyer shall incur or suffer that arise,
        result from or relate to any breach or inaccuracy of, or failure by Seller
        to
        perform, any of its representations, warranties, covenants or agreements
        in this
        Agreement or in any schedule, certificate, exhibit or other instrument furnished
        or to be furnished by Seller under this Agreement. Specifically, without
        limiting the foregoing, Seller shall be solely responsible for the payment
        of
        any sums incurred as a result of any claim made by a third party with respect
        to
        the Stock.

        

      9. Cooperation
        in Securing Consents of Third Parties.
        Buyer
        will use its best efforts to assist Seller in obtaining the consent of all
        necessary persons and agencies to the assignment and transfer to Buyer of
        the
        Stock to be assigned and transferred under the terms of this
        Agreement.


      
        
           

        

        
           

          
            

          

        

        
           

        

      


      Exhibit
        10.1

      Page
        3 of
        6

       

      10. Conditions
        Precedent to Buyer’s Performance.
        The
        obligations of Buyer to purchase the Stock under this Agreement are subject
        to
        the satisfaction, at or before the Closing, of all the conditions set out
        below.
        Buyer may waive any or all of these conditions in whole or in part, provided,
        however, that no such waiver of a condition shall constitute a waiver by
        Buyer
        of any of its other rights or remedies, at law or in equity, if Seller shall
        be
        in default of any representation, warranty or covenant under this
        Agreement.

      


      10.1 Accuracy
        of Seller’s Representations and Warranties.
        Except
        as otherwise permitted by this Agreement, all representations and warranties
        of
        Seller included in this Agreement or in any written statement that shall
        be
        delivered to Buyer under this Agreement shall be true on and as of the Closing
        Date as though made at that time.

      


      10.2 Performance
        by Seller.
        Seller
        shall have performed, satisfied and complied with all covenants, agreements
        and
        conditions required by this Agreement to be performed or complied with by
        each
        of them, on or before the Closing Date.

        

      10.3 Buyer’s
        Inspection.
        Buyer
        shall make, or cause to be made, such investigation as it deems necessary
        or
        advisable of the Stock. Buyer shall have the right to terminate this Agreement
        if, as a result of its investigation, it is
        not
        satisfied with any of its findings.

      


      10.4 Due
        Approval.
        The
        execution and delivery of this Agreement by Seller and the performance of
        its
        covenants and obligations under it will be duly authorized by all necessary
        action by Seller and Buyer shall receive copies of all materials pertaining
        to
        that authorization, certified by Seller as true and correct.

      


      11. Conditions
        Precedent to Seller’s Performance.
        The
        obligations of Seller to sell and transfer the Stock under this Agreement
        are
        subject to the satisfaction, at or before the Closing, of all of the following
        conditions. Seller may waive any or all of these conditions in whole or in
        part,
        however, no such waiver of a condition shall constitute a waiver by Seller
        of
        any of its rights or remedies, at law or in equity, if Buyer should be in
        default of any of its representations, warranties or covenants under this
        Agreement.

      


      11.1 Accuracy
        of Buyer’s Representations and Warranties.
        All
        representations and warranties by Buyer contained in this Agreement or in
        any
        written statement delivered by Buyer under this Agreement shall be true on
        and
        as of the Closing Date as though such representations and warranties were
        made
        on and as of that date.

      


      11.2 Buyer’s
        Performance.
        Buyer
        shall have performed and complied with all covenants and agreements and
        satisfied all conditions that it is required by this Agreement to perform,
        comply with or satisfy, before or at the Closing.

      


      11.3 Buyer’s
        Approval.
        The
        Board of Directors of Buyer shall have duly authorized and approved the
        execution and delivery of this Agreement and all corporate action necessary
        or
        proper to fulfill the Buyer’s obligations to be performed under this Agreement
        on or before the Closing Date.

      


      11.4 Buyer’s
        Stock Value. At
        the
        Closing, Buyer shall deliver to Seller a stock

      certificate(s)
        in the name of the seller, or its assigns, representing 300,000 shares of
        MMMC
        common stock.

       

      12. The
        Closing.
        The
        transfer of the Stock by Seller to Buyer shall take place on or before thirty
        days of the closing date, in Union, New Jersey or at such other time and
        place
        as the parties may agree to in writing (“Closing Date”).

      


      12.1 Seller’s
        Obligations at Closing.
        At the
        Closing, Seller shall deliver or cause to be delivered to Buyer:

      


      (a) a
        Bill of
        Sale, in the form attached hereto as Exhibit “A” pertaining to the Stock being
        transferred pursuant to the terms of this Agreement;


      
        
           

        

        
           

          
            

          

        

        
           

        

      


      Exhibit
        10.1

      Page
        4 of
        6

      


      (b) a
        certificate executed by Seller certifying that all of Seller’s representations
        and warranties under this Agreement are true as of the Closing Date, as though
        each of those representations and warranties had been made on that date;
        and

      


      (c)
        tax
        clearances issued by all taxing authorities, if applicable. 

      


      Simultaneously,
        with the consummation of the transfer, Seller will put Buyer into full
        possession and enjoyment of the Stock to be conveyed and transferred pursuant
        to
        this Agreement.

      


      Seller,
        at any time before the Closing Date, will execute, acknowledge and deliver
        any
        further deeds, assignments, conveyances, and other assurances, documents
        and
        instruments of transfer, reasonably requested by Buyer, and will take any
        other
        action consistent with the terms of this Agreement that may reasonably be
        requested by Buyer for the purpose of assigning, transferring, granting,
        conveying and confirming to Buyer, or reducing to possession, any or all
        Stock
        to be conveyed and transferred under this Agreement. If requested by Buyer,
        Seller further agrees to prosecute or otherwise enforce in its own name,
        for the
        benefit of Buyer, any claims, rights or benefits that are transferred to
        Buyer
        under this Agreement and that require prosecution or enforcement in Seller’s
        name.

      


      12.2 Buyer’s
        Obligations at Closing.
        At the
        Closing, Buyer shall deliver or cause to be delivered to Seller :

      


      (a)
        certificates representing the Shares as specified in paragraph 2;

      


      (b) certified
        resolutions of Buyer’s board of directors authorizing the execution and
        performance of this Agreement and all actions to be taken by Buyer under
        this
        Agreement.

      


      13. Publicity.
        All
        notices to third parties and all other publicity concerning the transactions
        contemplated by this Agreement shall be jointly planned and coordinated by
        and
        between Buyer and Seller. No party shall act unilaterally in this regard
        without
        the prior written approval of the other, however, this approval shall not
        be
        unreasonably withheld. This clause specifically excludes any required regulatory
        filings with the SEC by MMMC.

      


      14. Expenses.
        Each
        party shall pay all costs and expenses incurred or to be incurred by it in
        negotiating and preparing this Agreement and in closing and carrying out
        the
        transactions contemplated by this Agreement, with the exception of all expenses
        incurred in transferring the Stock, removing liens, and obtaining all necessary
        government approvals for this transfer and sale, which expenses shall be
        borne
        solely by Seller.

      


      15. Miscellaneous.

      


      15.1 Governing
        Law.
        This
        Agreement shall be deemed to be made in, and in all respects shall be
        interpreted, construed and governed by and in accordance with the laws of
        the
        state of New Jersey, United States of America.

      


      15.2 Venue
        and Arbitration.
        Any
        dispute between Buyer and Seller involving the interpretation of this Agreement
        or the obligations of a party to it shall be determined by binding arbitration
        in accordance with the arbitration rules of the American Arbitration Association
        in the County of Union, State of New Jersey, United States of America. The
        arbitrator shall have the authority to permit discovery upon request of a
        party.
        The cost of the arbitration shall be shared equally.

      


      15.3 Notices.
        All
        notices, demands, requests, consents, approvals or other communications
        (“Notices”) given hereunder shall be in writing, and shall be given by personal
        delivery or by express mail, Federal Express, DHL or other similar form of
        recognized airborne/overnight delivery service (which forms of Notice shall
        be
        deemed to have been given upon delivery), or by telex or facsimile transmission
        (which forms of Notice shall be deemed delivered upon confirmed transmission),
        or by mailing in the mail by registered or certified mail, return receipt
        requested, postage prepaid (which forms of Notice shall be deemed to have
        been
        given upon the tenth (10th) business day following the date mailed). Notices
        shall be addressed as follows:


      
        
           

        

        
           

          
            

          

        

        
           

        

      


      Exhibit
        10.1

      Page
        5 of
        6

      


      
        	
                If to Seller, addressed to:

              	
                Nazar
                  Haidri, M.D.

              
	 	
                2333
                  Morris Avenue

              
	 	
                Union,
                  New Jersey, 07083

              
	 	 
	
                If to Buyer, addressed to:

              	
                Modern
                  Medical Modalities Corporation

              
	 	
                439
                  Chestnut Street

              
	 	
                Union,
                  New Jersey 07083

              


      

      


      or
        to
        such other address as to which any party hereto may have notified the others
        in
        writing.

      


      15.4 Section
        Headings.
        The
        section and paragraph headings contained in this Agreement are for reference
        purposes only and shall not in any way affect the meaning or interpretation
        of
        this Agreement.

      


      15.5 Counterparts
        and Facsimiles.
        For the
        convenience of the parties to this Agreement, this document may be executed
        by
        facsimile signatures and in counterparts which shall together constitute
        the
        agreement of the parties as one and the same instrument.

      


      15.6 Severability.
        If any
        provision of this Agreement or the application thereof to any party or
        circumstance shall be held invalid or unenforceable to any extent, the remainder
        of this Agreement and application of such provision to the other party or
        circumstances shall not be affected thereby and shall be enforced to the
        greatest extent permitted by applicable law. 

      


      15.7 Entire
        Agreement; Modification.
        This
        Agreement, including the Exhibits hereto, embodies the entire agreement and
        understanding among the parties hereto with respect to the subject matter
        hereof, and supersedes all prior agreements and understandings related thereto.
        The parties hereto recognize and agree that no representations or warranties
        have been made except as set forth in this Agreement and the Exhibits hereto.
        This Agreement may be modified only by a written instrument signed by each
        of
        the parties.

      


      IN
        WITNESS WHEREOF, the parties hereto have executed or caused this Agreement
        for
        Purchase and Sale of Stock to be executed as of the date first above
        written.

      


      
        	 	
                “BUYER”

              
	 	 
	 	
                Modern
                  Medical Modalities, a New Jersey corporation

              
	 	 
	
                By:
                  

              	
                /s/
                  Minesh Patel, Chief Operating Officer

              
	 	 
	 	
                “SELLER”

              
	 	 
	 	
                Nazar
                  Haidri, M.D.

              
	 	 
	
                By:
                  

              	
                /s/
                  Nazar Haidri, MD

              


      


      
        
           

        

        
           

          
            

          

        

        
           

        

      


      Exhibit
        10.1

      Page
        6 of
        6

      


      EXHIBIT
        “A”

      


      BILL
        OF
        SALE

      


      1. Nazar
        Haidri, M.D., as an individual (hereinafter referred to as “Seller”), for good
        and valuable consideration, as designated in that certain Agreement For Purchase
        And Sale Of Stock (“the Agreement”) made and entered into ________, 2008 between
        the Seller and Modern Medical Modalities Corporation of New Jersey (hereinafter
        referred to as “Purchaser”), the receipt and sufficiency of which consideration
        is hereby acknowledged, hereby grants, sells, assigns, transfers, conveys
        and
        delivers to Purchaser, free and clear of all liens, claims, charges and
        encumbrances of any nature whatsoever, all of its right, title and interest
        in
        and to the Stock, as defined in the Agreement.

      


      2. Seller
        shall execute and deliver such further instruments of sale, conveyance, transfer
        and assignment and take such other actions reasonably requested by purchaser
        in
        order to effectively bargain, sell, assign transfer, convey to and vest in
        Purchaser all rights and title to the Stock as specified herein.

      


      3. This
        Bill
        of Sale shall be subject to all the rights, obligations, terms and conditions
        of
        the Agreement.

      


      IN
        WITNESS WHEREOF, the Seller has caused this Bill of Sale to be executed,
        the
        20th day of June, 2008.

      


      
        	
                Nazar
                  Haidri, M.D.

              
	 
	
                By:
                  

              	
                /s/
                  Nazar Haidri, MD

              
	
                Individually

              
	 
	
                Modern
                  Medical Modalities Corporation

              
	 
	
                By:
                  

              	
                /s/
                  Minesh Patel

              
	
                Chief
                  Operating Office