EXHIBIT 10.43

HEALTHETECH, INC.  JAMES MAULT EMPLOYMENT AGREEMENT

This Agreement is entered into as of September 13, 2002, (the "Effective Date") by and between
HealtheTech, Inc. (the "Company"), and James R. Mault, M.D. ("Executive").

1.Duties and Scope of Employment.



2.At-Will Employment.The parties agree that Executive's employment with the Company will be
"at-will" employment and may be terminated at any time with or without cause or notice. Executive understands and agrees that neither his job performance nor promotions, commendations,
bonuses or the like from the Company give rise to or in any way serve as the basis for modification, amendment, or extension, by implication or otherwise, of his employment with the Company.

3.Compensation.



4.Employee Benefits.



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5.Vacation.Executive will annually be entitled to five (5) weeks paid vacation in accordance with the
Company's vacation policy, with the timing and duration of specific vacations mutually and reasonably agreed to by the parties hereto.

6.Expenses.The Company will reimburse Executive for reasonable travel, entertainment or other expenses
incurred by Executive in the furtherance of or in connection with the performance of Executive's duties hereunder, in accordance with the Company's expense reimbursement policy as in effect from time
to time. In addition, the Company will continue to pay Executive's malpractice insurance in an amount at least sufficient to satisfy any coverage requirements under the laws of the State of Colorado,
any medical license fees and any dues for professional, civic and business organizations related to Executive's duties hereunder.

7.Severance.



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8.Definitions.



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9.Confidential Information and Invention Assignment.Executive agrees, if he has not already done so, to enter
into the Company's standard Confidential Information and Invention Assignment Agreement (the "Confidential Information Agreement") within a reasonable
time following the Effective Date. Additionally, Executive hereby agrees that any inventions, original works of authorship, developments, concepts, improvements or trade secrets, whether or not
patentable or registrable under copyright or similar laws that relate to the Company's business at the time of his termination from the Company, which Executive may solely or jointly conceive or
develop or reduce to practice, or cause to be conceived or developed or reduced to practice, during the six-month period following his

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termination from the Company will be deemed to be owned by the Company and Executive hereby agrees to hold in trust for the sole right and benefit of the Company, and shall assign to the Company, or
its designee, all of Executive's right, title, and interest in such inventions, original works of authorship, developments, concepts, improvements or trade secrets.

10.Conditional Nature of Severance Payments.



11.Assignment.This Agreement will be binding upon and inure to the benefit of (a) the heirs, executors
and legal representatives of Executive upon Executive's death and (b) any successor of the Company. Any such successor of the Company will be deemed substituted for the Company under the terms
of this Agreement for all purposes. For this purpose, "successor" means any person, firm, corporation or other business entity which at any time,
whether by purchase, merger or otherwise, directly or indirectly acquires all or substantially all of the assets or business of the Company. None of the rights of Executive to receive any form of
compensation payable pursuant to this Agreement may be assigned or transferred except by will or the laws of descent and distribution. Any other attempted

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assignment, transfer, conveyance or other disposition of Executive's right to compensation or other benefits will be null and void.

12.Notices.All notices, requests, demands and other communications called for hereunder shall be in writing
and shall be deemed given (i) on the date of delivery if delivered personally, (ii) one (1) day after being sent by a well established commercial overnight service, or
(iii) four (4) days after being mailed by registered or certified mail, return receipt requested, prepaid and addressed to the parties or their successors at the following addresses, or
at such other addresses as the parties may later designate in writing:



13.Severability.In the event that any provision hereof becomes or is declared by a court of competent
jurisdiction to be illegal, unenforceable or void, this Agreement will continue in full force and effect without said provision.

14.Arbitration.



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15.Integration.This Agreement, together with the Bonus Plan, any plans or agreements relating to the Stock
Options and the Confidential Information Agreement, represents the entire agreement and understanding between the parties as to the subject matter herein and supersedes all prior or contemporaneous
agreements whether written or oral. No waiver, alteration, or modification of any of the provisions of this Agreement will be binding unless it is in writing and specifically mentions this
Section 15 and it is signed by duly authorized representatives of the parties hereto.

16.Legal Fees.The Company and Executive both agree that each is responsible for its or his own attorneys' fees
incurred in connection with the negotiation, preparation, implementation and execution of this Agreement.

17.Waiver of Breach.The waiver of a breach of any term or provision of this Agreement, which must be in
writing, shall not operate as or be construed to be a waiver of any other previous or subsequent breach of this Agreement.

18.Headings.All captions and section headings used in this Agreement are for convenient reference only
and do not form a part of this Agreement.

19.Tax Withholding.All payments made pursuant to this Agreement will be subject to withholding of applicable
taxes.

20.Governing Law.This Agreement will be governed by the laws of the State of Colorado (with the exception of
its conflict of laws provisions).

21.Acknowledgment.Executive acknowledges that he has had the opportunity to discuss this matter with and
obtain advice from his private attorney, has had sufficient time to, and has carefully read and fully understands all the provisions of this Agreement, and is knowingly and voluntarily entering into
this Agreement.

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22.Counterparts.This Agreement may be executed in counterparts, and each counterpart shall have the same force
and effect as an original and shall constitute an effective, binding agreement on the part of each of the undersigned.

IN
WITNESS WHEREOF, each of the parties has executed this Agreement, in the case of the Company by their duly authorized officers, as of the day and year first above written.

|COMPANY:             |                 |       |                   
|-------------------- | --------------- | ----- | ------------------
|HEALTHETECH, INC.    |                 |       |                   
|/s/NOEL JOHNSON      |                 | Date: | September 13, 2002
|By:                  | Noel Johnson    |       |                   
|Title:               | President & COO |       |                   
|EXECUTIVE:           |                 |       |                   
|/s/JAMES R. MAULT    |                 | Date: | September 13, 2002
|James R. Mault, M.D. |                 |       |                   

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EXHIBIT A

SEVERANCE AGREEMENT AND RELEASE

RECITALS

This Severance Agreement and Release ("Agreement") is made by and between James Mault ("Employee") and HealtheTech, Inc. (the "Company") (collectively
referred to as the "Parties"):

WHEREAS,
Employee was employed by the Company;

WHEREAS,
the Company and Employee entered into an employment agreement dated                        (the "Employment Agreement");

WHEREAS,
the Company and Employee entered into a [CLICK AND TYPE exact title of proprietary information agreement Employee signed] (the "Confidentiality
Agreement");

WHEREAS,[reference equity related agreements for Jim.]; [e.g. the Company and Employee have entered
into a Stock Option Agreement dated [Click And Type Date] (the "Option Agreement") granting Employee the option (the "Option") to purchase shares of the Company's common stock
subject to the terms and conditions of the Company's [Click And Type Year] Stock Option Plan (the "Plan");]

WHEREAS,
Employee's employment with Company was terminated on or about [Click And Type Date] (the "Termination Date");

WHEREAS,
the Parties wish to resolve any and all disputes, claims, complaints, grievances, charges, actions, petitions and demands that Employee may have against the Company as defined
herein, including, but not limited to, any and all claims arising or in any way related to Employee's employment with, or separation from, the Company;

NOW
THEREFORE, in consideration of the promises made herein, the Parties hereby agree as follows:

COVENANTS

1.Consideration.Pursuant to the terms of Section 7(    ) of the Employment Agreement, upon
the Effective Date of this Agreement, Executive shall be entitled to the following:



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2.Confidential Information and Invention Assignment.Employee shall continue to
maintain the confidentiality of all confidential and proprietary information of the Company and shall continue to comply with the terms and conditions of the Confidentiality Agreement between Employee
and the Company. Additionally, Employee hereby acknowledges his obligations set forth in Section 9 of the Employment Agreement regarding inventions, original works of authorship, developments,
concepts, improvements or trade secrets, whether or not patentable or registrable under copyright or similar laws that relate to the Company's business as of the Termination Date. Employee shall
return all of the Company's property and confidential and proprietary information in his possession to the Company on the Effective Date of this Agreement.

3.Payment of Salary.Employee acknowledges and represents that the Company has paid all salary, wages, bonuses,
accrued vacation, commissions and any and all other benefits due to Employee once the above noted payments and benefits are received.

4.Release of Claims.Employee agrees that the foregoing consideration represents settlement in full of all
outstanding obligations owed to Employee by the Company and its officers, managers, supervisors, agents and employees. Employee, on his own behalf, and on behalf of his respective heirs, family
members, executors, agents, and assigns, hereby fully and forever releases the Company and its officers, directors, employees, agents, investors, shareholders, administrators, affiliates, divisions,
subsidiaries, predecessor and successor corporations, and assigns, from, and agree not to sue concerning, any claim, duty, obligation or cause of action relating to any matters of any kind, whether
presently known or unknown, suspected or unsuspected, that Employee may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement
including, without limitation:



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The
Company and Employee agree that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released.
This release does not extend to any obligations incurred under this Agreement.

5.Breaches by Employee.Employee acknowledges and agrees that any breach of any provision of this Agreement or
Sections 9 or 10 of the Employment Agreement shall constitute a material breach of this Agreement or the Employment Agreement, as applicable, and shall entitle the Company immediately to
recover and cease the severance benefits provided to Employee under this Agreement.

6.[Acknowledgement of Waiver of Claims Under
ADEA.Employee acknowledges that he is waiving and releasing any rights he may have under the Age Discrimination in Employment Act of 1967
("ADEA") and that this waiver and release is knowing and voluntary. Employee and the Company agree that this waiver and release does not apply to any rights or claims that may arise under ADEA after
the Effective Date of this Agreement. Employee acknowledges that the consideration given for this waiver and release Agreement is in addition to anything of value to which Employee was already
entitled. Employee further acknowledges that he has been advised by this writing that:



7.Civil Code Section 1542.The Parties represent that they are not aware of any
claim by either of them other than the claims that are released by this Agreement. Employee acknowledges that he has had the opportunity to seek the advice of legal counsel and is familiar with the
provisions of California Civil Code Section 1542, which provides as follows:



Employee,
being aware of said code section, agrees to expressly waive any rights he may have thereunder, as well as under any other statute or common law principles of similar effect.

8.No Pending or Future Lawsuits.Employee represents that he has no lawsuits, claims, or actions pending in his
name, or on behalf of any other person or entity, against the Company or any

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other person or entity referred to herein. Employee also represents that he does not intend to bring any claims on his own behalf or on behalf of any other person or entity against the Company or any
other person or entity referred to herein.

9.Application for Employment.Employee understands and agrees that, as a condition of this Agreement, he shall
not be entitled to any employment with the Company, its subsidiaries, or any successor, and he hereby waives any right, or alleged right, of employment or re-employment with the Company,
its subsidiaries or related companies, or any successor.

10.Confidentiality.The Parties acknowledge that Employee's agreement to keep the terms and conditions of this
Agreement confidential was a material factor on which all parties relied in entering into this Agreement. Employee hereto agrees to use his best efforts to maintain in confidence: (i) the
existence of this Agreement, (ii) the contents and terms of this Agreement, (iii) the consideration for this Agreement, and (iv) any allegations relating to the Company or its
officers or employees with respect to Employee's employment with the Company, except as otherwise provided for in this Agreement (hereinafter collectively referred to as "Settlement Information").
Employee agrees to take every reasonable precaution to prevent disclosure of any Settlement Information to third parties, and agrees that there will be no publicity, directly or indirectly, concerning
any Settlement Information. Employee agrees to take every precaution to disclose Settlement Information only to those attorneys, accountants, governmental entities, and family members who have a
reasonable need to know of such Settlement Information.

11.No Admission of Liability.The Parties understand and acknowledge that this Agreement constitutes a
compromise and settlement of disputed claims. No action taken by the Parties hereto, or either of them, either previously or in connection with this Agreement shall be deemed or construed to be:
(a) an admission of the truth or falsity of any claims heretofore made or (b) an acknowledgment or admission by either party of any fault or liability whatsoever to the other party or to
any third party.

12.No Knowledge of Wrongdoing.Employee represents that he has no knowledge of any wrongdoing involving
improper or false claims against a federal or state governmental agency, or any other wrongdoing that involves Employee or other present or former Company employees.

13.Costs.The Parties shall each bear their own costs, expert fees, attorneys' fees and other fees incurred in
connection with this Agreement.

14.Indemnification.Employee agreed to indemnify and hold harmless the Company from and against any and all
loss, costs, damages or expenses, including, without limitation, attorneys' fees or expenses
incurred by the Company arising out of the breach of this Agreement by Employee, or from any false representation made herein by Employee, or from any action or proceeding which may be commenced,
prosecuted or threatened by Employee or for Employee's benefit, upon Employee's initiative, or with Employee's aid or approval, contrary to the provisions of this Agreement. Employee further agrees
that in any such action or proceeding, this Agreement may be pled by the Company as a complete defense, or may be asserted by way of counterclaim or cross-claim.

15.Arbitration.The Parties agree that any and all disputes arising out of, or relating to, the terms of this
Agreement, their interpretation, and any of the matters herein released, shall be subject to binding arbitration in[County]before the American Arbitration Association under its National Rules for the Resolution of Employment Disputes. The Parties agree that the prevailing party in any arbitration shall be entitled
to injunctive relief in any court of competent jurisdiction to enforce the arbitration award. The Parties agree that the prevailing party in any arbitration shall be awarded its reasonable attorneys'
fees and costs.The Parties hereby agree to waive their right to have any dispute between them resolved in a court of law by a judge or jury.This
section will not prevent either party from seeking injunctive relief (or any other provisional remedy) from any court having jurisdiction over

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the Parties and the subject matter of their dispute relating to Employee's obligations under this Agreement and the agreements incorporated herein by reference.

16.Authority.The Company represents and warrants that the undersigned has the authority to act on behalf of
the Company and to bind the Company and all who may claim through it to the terms and conditions of this Agreement. Employee represents and warrants that he has the capacity to act on his own behalf
and on behalf of all who might claim through him to bind them to the terms and conditions of this Agreement. Each party warrants and represents that there are no liens or claims of lien or assignments
in law or equity or otherwise of or against any of the claims or causes of action released herein.

17.No Representations.Each Party represents that it has had the opportunity to consult with an attorney, and
has carefully read and understands the scope and effect of the provisions of this Agreement. Neither Party has relied upon any representations or statements made by the other Party hereto which are
not specifically set forth in this Agreement.

18.Severability.In the event that any provision hereof becomes or is declared by a court of competent
jurisdiction to be illegal, unenforceable or void, this Agreement shall continue in full force and effect without said provision so long as the remaining provisions remain intelligible and continue to
reflect the original intent of the Parties.

19.Entire Agreement.This Agreement represents the entire agreement and understanding between the Company and
Employee concerning the subject matter of this Agreement and Employee's relationship with the Company, and supersedes and replaces any and all prior agreements and understandings between the Parties
concerning the subject matter of this Agreement and Employee's relationship with
the Company, with the exception of the Confidentiality Agreement the Plan, the Option Agreements, and Sections 9 and 10 of the Employment Agreement.

20.No Waiver.The failure of any party to insist upon the performance of any of the terms and conditions in
this Agreement, or the failure to prosecute any breach of any of the terms and conditions of this Agreement, shall not be construed thereafter as a waiver of any such terms or conditions. This entire
Agreement shall remain in full force and effect as if no such forbearance or failure of performance had occurred.

21.No Oral Modification.Any modification or amendment of this Agreement, or additional obligation assumed by
either party in connection with this Agreement, shall be effective only if placed in writing and signed by both Parties or by authorized representatives of each Party.

22.Governing Law.This Agreement shall be deemed to have been executed and delivered within the State of
Colorado, and it shall be construed, interpreted, governed, and enforced in accordance with the laws of the State of Colorado, without regard to conflict of law principles. To the extent that either
party seeks injunctive relief in any court having jurisdiction for any claim relating to the alleged misuse or misappropriation of trade secrets or confidential or proprietary information, each party
hereby consents to personal and exclusive jurisdiction and venue in the state and federal courts of the State of Colorado.

23.Attorneys' Fees.In the event that either Party brings an action to enforce or effect its rights under this
Agreement, the prevailing party shall be entitled to recover its costs and expenses, including the costs of mediation, arbitration, litigation, court fees, plus reasonable attorneys' fees, incurred in
connection with such an action.

24.Effective Date.This Agreement is effective after it has been signed by both Parties [and after eight (8) days have passed since Employee
has signed the Agreement](the "Effective Date").

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25.Counterparts.This Agreement may be executed in counterparts, and each counterpart shall have the same force
and effect as an original and shall constitute an effective, binding agreement on the part of each of the undersigned.

26.Voluntary Execution of Agreement.This Agreement is executed voluntarily and without any duress or undue
influence on the part or behalf of the Parties hereto, with the full intent of releasing all claims. The Parties acknowledge that:



[Remainder of Page Intentionally Left Blank]

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IN
WITNESS WHEREOF, the Parties have executed this Agreement on the respective dates set forth below.

|       |  | HealtheTech, Inc.         
|------ |  | --------------------------
|Dated: |  | By                        
|       |  | James Mault, an individual
|Dated: |  | James Mault               

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