EMPLOYMENT
      AGREEMENT 

    


    EMPLOYMENT
      AGREEMENT
      (the
      "Agreement"), dated as of October 1, 2007 (the “Commencement Date”), between
      Langer, Inc., a Delaware corporation, (the “Company") and W. Gray Hudkins (the
      "Employee"). 

    


    W
      I T N E S S E T H :

    


    WHEREAS,
      the
      Company desires to employ the Employee and to be assured of his services on
      the
      terms and conditions hereinafter set forth; and

    


    WHEREAS,
      the
      Employee is willing to accept such employment on such terms and
      conditions.

    


    NOW
      THEREFORE,
      in
      consideration of the mutual covenants and agreements set forth in this
      Agreement, the Company and the Employee hereby agree as follows:

    


    
      1.
        Term. 

    

    


    The
      term
      of this Agreement shall commence on the Commencement Date and, subject to
      termination as provided herein, shall expire on the third anniversary of
      Commencement Date; provided, however, that the term of this Agreement shall
      automatically be renewed for a single term of one year only, unless written
      notice of non-renewal is given to the Employee on or before June 30, 2010.
      The
      period of employment hereunder is hereinafter referred to as the "Term." There
      shall be no automatic renewal of this Agreement for any period after September
      30, 2011.

    


    
      2.
        Duties.
        

    

    


    (a)
      During
      the Term of this Agreement, the Employee shall serve as the Chief Executive
      Officer of the Company, or in such other executive capacity as may be assigned
      to him, and shall perform all duties commensurate with his position and as
      may
      be assigned to him by the Chairman of the Board of Directors or such other
      person(s) as may be designated by the Board of Directors of the Company (the
      “Board”). The Employee shall devote his full business time and energies to the
      business and affairs of the Company and shall use his best efforts, skills
      and
      abilities to promote the interests of the Company, and to diligently and
      competently perform the duties of his position. 

    


    (b)
      The
      Employee shall report to the Chairman of the Board or the Chief Executive
      Officer or such other person(s) as may be designated by the Board and shall
      at
      all times keep the Chairman of the Board and the Chief Executive Officer (or
      such other officer as the Chairman of the Board, the Chief Executive Officer
      or
      the Board may designate from time to time) promptly and fully informed (in
      writing if so requested) of his conduct and of the business or affairs of the
      Company, and provide such explanations of his conduct as may be
      required.

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    
      3.
        Compensation,
        Bonus, Stock Options, Benefits, etc.

    

    


    (a) Salary.
      During
      the Term of this Agreement, the Company shall pay to the Employee, and the
      Employee shall accept from the Company, as compensation for the performance
      of
      services under this Agreement and the Employee's observance and performance
      of
      all of the provisions hereof, an annual salary at the rate of $300,000 (the
      "Base Compensation"). The Base Compensation shall be payable in accordance
      with
      the normal payroll practices of the Company and shall be subject to withholding
      for applicable taxes and other amounts. The Employee’s performance and the Base
      Compensation shall be subject to annual review by the Company.

    


    (b) Cash
      Bonus.
      In
      addition to the Base Compensation described above, the Employee shall, in the
      sole and absolute discretion of the Compensation Committee of the Board, be
      entitled to performance bonuses which may be based upon a variety of factors,
      including the Employee’s performance and the achievement of Company goals, all
      as determined in the sole and absolute discretion of the Board or Compensation
      Committee of the Board. Any bonus paid to the Employee shall be subject to
      withholding for applicable taxes and other amounts. In addition, the Employee
      may be entitled to participate in such other bonus plans, whether during the
      term of this Agreement as the Compensation Committee of the Board may, in its
      sole and absolute discretion, determine.

    


    (c) Equity
      Compensation.
      The
      Employee may be entitled, during the term of this Agreement, to receive such
      additional options, restricted stock awards, performance awards, or other
      equity-based awards (all such compensation, "Equity Awards") at such times,
      in
      such amounts, and on such other terms as the Compensation Committee of the
      Board
      may, in its sole and absolute discretion, determine. The terms and provisions
      of
      such Equity Awards shall be set forth in such agreements and, if awarded under
      the Company's 2001 Stock Incentive Plan, 2005 Stock Incentive Plan, 2007 Stock
      Incentive Plan, or any other plan hereafter adopted or authorized by the
      Compensation Committee of the Board, the Board, and/or the stockholders of
      the
      Company (all of the foregoing, a "Plan" or "Plans"), shall be governed by such
      Plans.

    


    (d) Benefits.
      During
      the Term of this Agreement, the Employee shall be entitled to participate in
      or
      benefit from, in accordance with the eligibility and other provisions thereof,
      the Company's medical insurance and other fringe benefit plans or policies
      as
      the Company may make available to, or have in effect for, its senior executive
      officers from time to time. The Company and its affiliates retain the right
      to
      terminate or alter any such plans or policies from time to time. In addition,
      during the Term the Company shall maintain term life insurance on the Employee
      in the amount of $1,000,000 for the benefit of the Employee’s designees (the
“Life Insurance”). The Employee shall also be entitled to four weeks paid
      vacation each year, sick leave and other similar benefits in accordance with
      policies of the Company from time to time in effect for its senior executive
      officers.

    


    (e) Reimbursement
      of Business Expenses.
      During
      the Term of this Agreement, upon submission of proper invoices, receipts or
      other supporting documentation reasonably satisfactory to the Company and in
      accordance with and subject to the Company’s expense reimbursement policies, the
      Employee shall be reimbursed by the Company for all reasonable business expenses
      actually and necessarily incurred by the Employee on behalf of the Company
      in
      connection with the performance of services under this Agreement. In addition,
      the Employee shall receive a non-accountable expense allowance at the rate
      of
      $20,000 per year, which shall be paid in equal monthly
      installments.

     

    
      
        
        

      

      
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      4.
        Representations
        of Employee. 

    

    


    (a) The
      Employee represents and warrants that he is not party to, or bound by, any
      agreement or commitment, or subject to any restriction, including but not
      limited to agreements related to previous employment containing confidentiality
      or noncompetition covenants, which presently has or may in the future have
      a
      possibility of adversely affecting the business of the Company or the
      performance by the Employee of his duties under this Agreement. 

    


    (b) During
      the Term and the Severance Period, if any, the Employee agrees that he will
      not
      offer for sale, sell, pledge, assign, hypothecate or otherwise create any
      interest in or dispose of (or enter into any transaction or device that is
      designed to, or could reasonably be expected to, result in any of the foregoing)
      any shares of Common Stock owned by him on the Commencement Date or any shares
      of Common Stock owned or acquired by him after the Commencement Date upon the
      conversion or exercise of options or any securities convertible into or
      exercisable or exchangeable for Common Stock, without first notifying the Board
      in writing to inquire as to whether there exists any facts or circumstances
      that
      would make it inadvisable for the Company if the Employee engaged in such
      transaction.

    


    (c) The
      representations, warranties and covenants of this Section 4 shall survive
      termination of the Employee’s employment hereunder and the expiration of the
      Term hereof.

    


    
      5.
        Confidentiality,
        Noncompetition, Nonsolicitation and
        Non-Disparagement.

    

    


    For
      purposes of this Section 5, all references to the Company shall be deemed to
      include the Company’s affiliates and subsidiaries and their respective
      subsidiaries, whether now existing or hereafter established or acquired. In
      consideration for the compensation and benefits provided to the Employee
      pursuant to this Agreement, the Employee agrees with the provisions of this
      Section 5.

    


    (a) Confidential
      Information.
      (i) The
      Employee acknowledges that as a result of his retention by the Company, the
      Employee has and will continue to have knowledge of, and access to, proprietary
      and confidential information of the Company, including, without limitation,
      research and development plans and results, software, databases, technology,
      inventions, trade secrets, technical information, know-how, plans,
      specifications, methods of operations, product and service information, product
      and service availability, pricing information (including pricing strategies),
      financial, business and marketing information and plans, and the identity of
      customers, clients and suppliers (collectively, the “Confidential Information”),
      and that the Confidential Information, even though it may be contributed,
      developed or acquired by the Employee, constitutes valuable, special and unique
      assets of the Company developed at great expense which are the exclusive
      property of the Company. Accordingly, the Employee shall not, at any time,
      either during or subsequent to the Term of this Agreement, use, reveal, report,
      publish, transfer or otherwise disclose to any person, corporation or other
      entity, any of the Confidential Information without the prior written consent
      of
      the Company, except to responsible officers and employees of the Company and
      other responsible persons who are in a contractual or fiduciary relationship
      with the Company and who have a need for such Confidential Information for
      purposes in the best interests of the Company, and except for such Confidential
      Information which is or becomes of general public knowledge from authorized
      sources other than the Employee.

    


    
      
        
        

      

      
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    (ii) The
      Employee acknowledges that the Company would not enter into this Agreement
      without the assurance that all the Confidential Information will be used for
      the
      exclusive benefit of the Company. 

    


    (b) Return
      of Confidential Information.
      Upon
      the termination of this Agreement or upon the request of the Company, the
      Employee shall promptly return to the Company all Confidential Information
      in
      his possession or control, including but not limited to all drawings, manuals,
      computer printouts, computer databases, disks, data, files, lists, memoranda,
      letters, notes, notebooks, reports and other writings and copies thereof and
      all
      other materials relating to the Company’s business, including without limitation
      any materials incorporating Confidential Information.

    


    (c) Inventions,
      etc.
      During
      the Term and for a period of one year thereafter, the Employee will promptly
      disclose to the Company all designs, processes, inventions, improvements,
      developments, discoveries, processes, techniques, and other information related
      to the business of the Company conceived, developed, acquired, or reduced to
      practice by him alone or with others during the Term of this Agreement, whether
      or not conceived during regular working hours, through the use of Company time,
      material or facilities or otherwise (“Inventions”).

    


    The
      Employee agrees that all copyrights created in conjunction with his service
      to
      the Company and other Inventions, are “works made for hire” (as that term is
      defined under the Copyright Act of 1976, as amended). All such copyrights,
      trademarks, and other Inventions shall be the sole and exclusive property of
      the
      Company, and the Company shall be the sole owner of all patents, copyrights,
      trademarks, trade secrets, and other rights and protection in connection
      therewith. To the extent any such copyright and other Inventions may not be
      works for hire, the Employee hereby assigns to the Corporation any and all
      rights he or she now has or may hereafter acquire in such copyrights and any
      other Inventions. Upon request the Employee shall deliver to the Company all
      drawings, models and other data and records relating to such copyrights,
      trademarks and Inventions. The Employee further agrees as to all such
      Inventions, to assist the Company in every proper way (but at the Company’s
      expense) to obtain, register, and from time to time enforce patents, copyrights,
      trademarks, trade secrets, and other rights and protection relating to said
      Inventions in and all countries, and to that end the Employee shall execute
      all
      documents for use in applying for and obtaining such patents, copyrights,
      trademarks, trade secrets and other rights and protection on and enforcing
      such
      Inventions, as the Company may desire, together with any assignments thereof
      to
      the Company or persons designated by it. Such obligation to assist the Company
      shall continue beyond the termination of the Employee’s service to the Company,
      but the Company shall compensate the Employee at a reasonable rate after
      termination of service for time actually spent by the Employee at the Company’s
      request for such assistance. In the event the Company is unable, after
      reasonable effort, to secure the Employee’s signature on any document or
      documents needed to apply for or prosecute any patent, copyright, trademark,
      trade secret, or other right or protection relating to an Invention, whether
      because of the Employee’s physical or mental incapacity or for any other reason
      whatsoever, the Employee hereby irrevocably designates and appoints the Company
      and its duly authorized officers and agents as his agent coupled with an
      interest and attorney-in-fact, to act for and in his behalf and stead to execute
      and file any such application or applications and to do all other lawfully
      permitted acts to further the prosecution and issuance of patents, copyrights,
      trademarks, trade secrets, or similar rights or protection thereon with the
      same
      legal force and effect as if executed by the Employee. 

    


    
      
        
        

      

      
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    (d) Non-competition.
      The
      Employee will not utilize his special knowledge of the business operations
      of
      the Company and his relationships with customers, suppliers of the Company
      and
      others to compete with the Company. During the Term of this Agreement and
      (i) for a period of (A) one year after the termination of this Agreement
      pursuant to Sections 7(a), 7(b), or 7(e) hereof, as applicable; or (B) in the
      event of termination pursuant to Section 7(c), the duration of the Severance
      Period (as defined in Section 7(f)), or (ii) in the event the Agreement is
      not renewed, then during the Severance Period, if any, the Employee shall not
      engage, directly or indirectly, or have an interest, directly or indirectly,
      anywhere in the United States of America or any other geographic area where
      the
      Company does business or in which its products or services are marketed, alone
      or in association with others, as principal, officer, agent, Employee, director,
      partner or stockholder (except with respect to his employment by the Company),
      or through the investment of capital, lending of money or property, rendering
      of
      services or otherwise, in any business competitive with or substantially similar
      to that engaged in by the Company during the Term of this Agreement (it being
      understood hereby, that the ownership by the Employee of five percent (5%)
      or
      less of the stock of any company listed on a national securities exchange shall
      not be deemed a violation of this Section 5). 

    


    (e) Non-solicitation.
      During
      the Term of this Agreement and (i) for a period of (A) one year after the
      termination of this Agreement pursuant to Sections 7(a), 7(b) or 7(e) hereof,
      as
      applicable; or (B)in the event of termination pursuant to Section 7(c), the
      duration of the Severance Period (as defined in Section 7(f)); or (ii) in the
      event the Agreement is not renewed, the Severance Period, if any; the Employee
      shall not, and shall not permit any of his employees, agents or others under
      his
      control to, directly or indirectly, on behalf of himself or any other person,
      (i) call upon, accept competitive business from, or solicit the competitive
      business of any individual or entity who is, or who had been at any time during
      the preceding two years, a customer of the Company or any successor to the
      business of the Company, or otherwise divert or attempt to divert any business
      from the Company or any such successor, or (ii) directly or indirectly recruit
      or otherwise solicit or induce any person who is an Employee of, or otherwise
      engaged by, the Company or any successor to the business of the Company to
      terminate his employment or other relationship with the Company or such
      successor, or hire or enter into any business with any person is employed by
      or
      who has left the employ of the Company or any such successor during the
      preceding two years. The Employee shall not at any time, directly or indirectly,
      use or purport to authorize any person to use any name, mark, logo, trade dress
      or other identifying words or images which are the same as or similar to those
      used at any time by the Company in connection with any product or service,
      whether or not such use would be in a business competitive with that of the
      Company. Any breach or violation by the Employee of the provisions of this
      Section 5 shall toll the running of any time periods set forth in this Section
      5
      for the duration of any such breach or violation. 

    


    
      
        
        

      

      
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    (f) Non-Disparagement.
       The
      Employee shall not at any time, directly or indirectly, take any action (whether
      orally or in writing or otherwise) which has or may be expected to have the
      effect of disparaging the Company or any of its subsidiaries or affiliates
      or
      their directors, officers or executives or their respective reputations,
      including, but not limited to, their business models, practices, relationships,
      internal workings, financial condition or operations, in any manner whatsoever
      at any time.

    


    6.
      Remedies.
      The
      restrictions set forth in Section 5 are considered by the parties to be fair
      and
      reasonable. The Employee acknowledges that the restrictions contained in Section
      5 will not prevent him from earning a livelihood. The Employee further
      acknowledges that the Company would be irreparably harmed and that monetary
      damages would not provide an adequate remedy in the event of a breach of the
      provisions of Section 5. Accordingly, the Employee agrees that, in addition
      to
      any other remedies available to the Company, the Company shall be entitled
      to
      injunctive and other equitable relief to secure the enforcement of these
      provisions, and shall be entitled to receive reimbursement from the Employee
      for
      all reasonable attorneys' fees and expenses incurred by the Company in enforcing
      these provisions. In connection with seeking any such equitable remedy,
      including, but not limited to, an injunction or specific performance, the
      Company shall not be required to post a bond as a condition to obtaining such
      remedy. If any provisions of Sections 5 or 6 relating to the time period, scope
      of activities or geographic area of restrictions is declared by a court of
      competent jurisdiction to exceed the maximum permissible time period, scope
      of
      activities or geographic area, the maximum time period, scope of activities
      or
      geographic area, as the case may be, shall be reduced to the maximum which
      such
      court deems enforceable. If any provisions of Sections 5 or 6 other than those
      described in the preceding sentence are adjudicated to be invalid or
      unenforceable, the invalid or unenforceable provisions shall be deemed amended
      (with respect only to the jurisdiction in which such adjudication is made)
      in
      such manner as to render them enforceable and to effectuate as nearly as
      possible the original intentions and agreement of the parties. For purposes
      of
      this Section 6, all references to the Company shall be deemed to include the
      Company's affiliates and subsidiaries, whether now existing or hereafter
      established or acquired.

    


    7.
      Termination;
      Non-renewal.
      This
      Agreement may be terminated prior to the expiration of the Term set forth in
      Section 1 upon the occurrence of any of the events set forth in, and subject
      to
      the terms of, this Section 7.

    


    (a) Death
      or Permanent Disability.
      If
      the
      Employee dies or becomes permanently disabled, this Agreement shall terminate
      effective at the end of the calendar month during which his death occurs or
      when
      his disability is deemed to have become permanent. If the Employee is unable
      to
      perform his normal duties for the Company because of illness or incapacity
      (whether physical or mental) for 45 consecutive days during the Term of this
      Agreement, or for 60 days (whether or not consecutive) out of any calendar
      year
      during the Term of this Agreement, his disability shall be deemed to have become
      permanent. If this Agreement is terminated on account of the death or permanent
      dis-abi-lity of the Employee, then the Employee or its estate shall be entitled
      to receive accrued Base Compensation through the date of such termination and
      the Employee and the Employee’s estate shall have no further entitlement to Base
      Compensation, bonus, or benefits, except in the case of the Employee’s death,
      the proceeds of the Life Insurance, from the Company following the effective
      date of such termination.

    


    
      
        
        

      

      
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    (b) Cause.
      This
      Agreement may be terminated at the Company’s option, immediately upon written
      notice to the Employee, upon: (i) the Employee’s commission of a
      misdemeanor or felony that, in the Board’s reasonable judgment, adversely
      affects the Company’s or any of the Company’s affiliates’ reputation, business
      or interests, or the ability of the Employee to perform his duties as an
      employee of the Company; (ii) the Employee’s act of fraud or dishonest act
      upon, or misappropriation of funds of, the Company or any of the Company’s
      affiliates; (iii) the Employee’s gross negligence, willful or intentional
      act or omission in the performance of his duties under this Agreement as
      determined by the Board; (iv) the Employee’s disregard of a lawful
      direction of the Board or the executive officer to whom the Employee reports;
      (v) the Employee’s appropriation for himself of a Company corporate
      opportunity without the express prior written consent of the Board;
      (vi) the Employee’s material breach of any of his obligations under this
      Agreement (other than Section 5 of this Agreement) that continues unremedied
      for
      14 days following the Employee’s receipt of written notice from the Board
      thereof; (vii) the Employee’s breach of any of his obligations of any of
      the provisions of Section 5 of this Agreement; or (viii) the Employee's
      conviction of a felony. This Agreement shall be deemed terminated for cause
      by
      the Company without notice upon the Employee's failure or refusal to give at
      least 90 days' prior written notice upon his voluntary termination of employment
      under Section 7(e), unless such 90 days' notice requirement is waived in writing
      by the Company. If this Agreement is terminated by the Company for cause, then
      the Employee shall be entitled to receive accrued Base Compensation through
      the
      date of such termination.

    


    (c) Without
      Cause.
      This
      Agreement may be terminated, at any time by the Company without cause
      immediately upon giving written notice to the Employee of such termination.
      In
      such event, Company shall continue to pay to the Employee his Base Compensation
      in accordance with the normal payroll practices of the Company for a period
      that
      is the lesser of (i) six months commencing with the effective date of any
      termination pursuant to this Section 7(c), and (ii) the period commencing
      with the effective date of any termination pursuant to this Section 7(c) and
      ending on September 30, 2011; and provided, further, that the Employee’s right
      to receive any such payment shall be subject to the Employee complying with
      the
      terms of this Agreement. Additionally, the Company shall have the right, at
      its
      election if made on or before the time of termination, to continue to pay the
      Employee his Base Compensation for an additional period of up to six months,
      and
      if the Company so elects, the Employee shall be bound by the provisions of
      Sections 5(d) and 5(e) of this Agreement for such additional period.
      Notwithstanding the foregoing, no amount shall be payable to the Employee
      pursuant to this Paragraph 7(c) unless (i) such Employee’s termination of
      employment is a separation from service (within the meaning of Section 409A
      of
      the Internal Revenue Code and the regulations thereunder), and (ii) the
      amount payable to the Employee pursuant to this Paragraph 7(c) shall not exceed
      two times the lesser of (A) the sum of the Employee’s compensation (as
      defined in Treasury Regulation Section 1.415-1(d)(2)) for services provided
      to
      the Company as an employee for the calendar year preceding the calendar year
      in
      which the Employee has a separation from service, or (B) the maximum amount
      that may be taken into account under a qualified plan pursuant to Section
      401(a)(17) of the Internal Revenue Code for such year.

    


    
      
        
        

      

      
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    (d) Non-renewal.
      If the
      Company declines, fails or refuses to renew or extend this Agreement for an
      additional year beyond September 30, 2010, the Company shall, subject to the
      other terms of this Agreement and compliance by the Employee therewith, continue
      to pay the Employee his Base Compensation in accordance with the normal payroll
      practices of the Company for an additional six months. Additionally, the Company
      shall have the right, at its election, if made in writing on or before September
      30, 2010, to continue to pay the Employee his Base Compensation for an
      additional period of up to six months, and if the Company so elects, the
      Employee shall be bound by the provisions of Sections 5(d) and 5(e) of this
      Agreement for such additional period, provided, however, Employee’s right to
      receive any such payment shall be subject to the Employee complying with the
      terms of this Agreement.

    


    (e) By
      Employee.
      The
      Employee may terminate the Agreement at any time upon providing the Company
      with
      90 days' prior written notice. If this Agreement is terminated by the Employee
      pursuant to this Section 7(e), then the Employee shall be entitled to receive
      his accrued Base Compensation and benefits through the effective date of such
      termination and the Employee shall have no further entitlement to Base
      Compensation, bonus, or benefits from the Company following the effective date
      of such termination.

    


    (f) Severance
      Payment.
      The
      period of time during which the Company continues to pay (or would continue
      to
      pay, but for any breach by the Employee of this Agreement) the Employee
      following the termination or expiration of this Agreement pursuant to Sections
      7(c) or 7(d) shall be referred to as the “Severance Period”, and the amounts due
      thereunder shall be referred to as the “Severance Payment.” The Severance
      Payment shall be payable in accordance with the normal payroll practices of
      the
      Company and shall be subject to withholding for applicable taxes and other
      amounts.

    


    
      8.
        Miscellaneous.

    

    


    (a) Survival.
      The
      provisions of Sections 5, 6, 7, and 8 shall survive the termination of this
      Agreement.

    


    (b) Entire
      Agreement.
      This
      Agreement sets forth the entire understanding of the parties and, except as
      specifically set forth herein, merges and supersedes any prior or
      contemporaneous agreements between the parties pertaining to the subject matter
      hereof.

    


    (c) Modification.
      This
      Agreement may not be modified or terminated orally, and no modification,
      termination or attempted waiver of any of the provisions hereof shall be binding
      unless in writing and signed by the party against whom the same is sought to
      be
      enforced.

    


    
      
        
        

      

      
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    (d) Waiver.
      Failure
      of a party to enforce one or more of the provisions of this Agreement or to
      require at any time performance of any of the obligations hereof shall not
      be
      construed to be a waiver of such provisions by such party nor to in any way
      affect the validity of this Agreement or such party’s right thereafter to
      enforce any provision of this Agreement, nor to preclude such party from taking
      any other action at any time which it would legally be entitled to
      take.

    


    (e) Successors
      and Assigns.
      Neither
      party shall have the right to assign this Agreement, or any rights or
      obligations hereunder, without the consent of the other party; pro-vided,
      however,
      that
      upon the sale of all or substantially all of the assets, business and good-will
      of the Company to another company, or upon the merger or consolidation of the
      Company with an-other company, this Agreement shall inure to the benefit of,
      and
      be binding upon, both Employee and the company purchasing such assets, business
      and goodwill, or surviving such merger or con-soli-da-tion, as the case may
      be,
      in the same manner and to the same extent as though such other com-pany were
      the
      Company; and provided,
      further,
      that the
      Company shall have the right to assign this Agreement to any affiliate or
      subsidiary of the Company. Subject to the fore-going, this Agree-ment shall
      inure to the benefit of, and be binding upon, the parties hereto and their
      legal
      representatives, heirs, successors and assigns.

    


    (f) Communications.
      All
      notices, requests, demands and other communications under this Agreement shall
      be in writing and shall be deemed to have been given at the time per-sonally
      delivered or when mailed in any United States post office enclosed in a
      registered or cer-ti-fied postage prepaid envelope and addressed to the
      addresses set forth below, or to such other ad-dress as any party may specify
      by
      notice to the other party; provided,
      however,
      that any
      notice of change of address shall be effective only upon receipt.

    


    
      	
              If
                to the Company:

              Langer,
                Inc.

              450
                Commack Road

              Deer
                Park, New York 11729

              Facsimile:
                (631) 667-1203 

              Attention:
                Chief Executive Officer

            	
              With
                a copy to:

              Kane
                Kessler, P.C.

              1350
                Avenue of the Americas

              New
                York, New York 10019

              Facsimile:
                (212) 245-3009

              Attention:
                Robert L. Lawrence, Esq.

            
	 	 
	
              If
                to the Employee, to:

              W.
                Gray Hudkins

              470
                West 24th Street, Apt. 6A

              New
                York, New York 10011

              Facsimile:
                ___________________________

            	 


    

    


    (g) Severability.
      If any
      provision of this Agreement is held to be invalid or unenforceable by a court
      of
      competent jurisdiction, such invalidity or unenforceability shall not affect
      the
      validity and enforceability of the other provisions of this Agreement and the
      provisions held to be invalid or unenforceable shall be enforced as nearly
      as
      possible according to its original terms and intent to eliminate such invalidity
      or unenforceability.

    


    
      
        
        

      

      
        9

        
          

        

      

      
        
        

      

    

    (h) Jurisdiction;
      Venue.
      This
      Agreement shall be subject to the exclusive jurisdiction of the courts of New
      York County, New York. Any breach of any provision of this Agreement shall
      be
      deemed to be a breach occurring in the State of New York by virtue of a failure
      to perform an act required to be performed in the State of New York, and the
      parties irrevocably and expressly agree to submit to the exclusive jurisdiction
      of the courts of New York County, New York for the purpose of resolving any
      disputes among them relating to this Agreement or the transactions contemplated
      by this Agreement and waive any objections on the grounds of forum non
      conveniens or otherwise. The parties hereto agree to service of process by
      certified or registered United States mail, postage prepaid, addressed to the
      party in question.

    


    (i) Governing
      Law; Indemnification.
      This
      Agreement is made and executed and shall be governed by the laws of the State
      of
      New York, without regard to the conflicts of law principles thereof.
      Notwithstanding the foregoing, the Employee shall have the right to be
      indemnified by the Company in accordance with the provisions of the Company's
      certificate of incorporation, bylaws, and the provisions of Delaware
      law.

    


    (j) Counterparts.
      This
      Agreement may be executed in any number of counterparts, but all counterparts
      will together constitute but one agreement.

    


    (k) No
      Third-party Beneficiaries.
      This
      Agreement is for the sole and exclu-sive benefit of the parties hereto and
      shall
      not be deemed for the benefit of any other person or entity.

    


    [Signature
      Page Follows]

    
      
        
        

      

      
        10

        
          

        

      

      
        
        

      

    


    IN
      WITNESS WHEREOF,
      each of
      the parties hereto has duly executed this Employment Agreement as of the date
      set forth above.

    


    
      	
              Langer,
                Inc.

               

              By:        
                ____________________________
                

              Name:

              Title:

            	
              Employee

               

              __________________________________

              W.
                Gray Hudkins

            


    

     

    


    


    


    


    
      
        
        

      

      
        11