SUCH RIGHT OR THE ENFORCEMENT AT ANY TIME OF ANY OTHER
RIGHT HEREUNDER OR BE DEEMED A WAIVER OF ANY SUBSEQUENT BREACH OF THE PROVISION
SO BREACHED, OR OF ANY OTHER BREACH HEREUNDER. THIS AGREEMENT SHALL INURE TO THE
BENEFIT OF, AND BE BINDING UPON AND ASSIGNABLE TO, SUCCESSORS OF THE COMPANY BY
WAY OF MERGER, CONSOLIDATION OR SALE AND MAY NOT BE ASSIGNED BY EXECUTIVE. THIS
AGREEMENT SUPERSEDES AND TERMINATES ALL PRIOR UNDERSTANDINGS AND AGREEMENTS
BETWEEN THE PARTIES (OR THEIR PREDECESSORS) RELATING TO THE SUBJECT MATTER
HEREOF. FOR PURPOSES OF THIS AGREEMENT, THE TERM "PERSON" MEANS AN INDIVIDUAL,
CORPORATION, PARTNERSHIP, ASSOCIATION, TRUST OR ANY UNINCORPORATED ORGANIZATION;
A "SUBSIDIARY" MEANS ANY CORPORATION MORE THAN 50 PERCENT OF WHOSE OUTSTANDING
VOTING SECURITIES, OR ANY PARTNERSHIP, JOINT VENTURE OR OTHER ENTITY MORE THAN
50 PERCENT OF WHOSE TOTAL EQUITY INTEREST, IS DIRECTLY OR INDIRECTLY OWNED BY
SUCH PERSON; AND AN "AFFILIATE" OF A PERSON SHALL MEAN, WITH RESPECT TO A PERSON
OR ENTITY, ANY PERSON OR ENTITY WHICH DIRECTLY OR INDIRECTLY CONTROLS, IS
CONTROLLED BY, OR IS UNDER COMMON CONTROL WITH SUCH PERSON OR ENTITY.
[Remainder of Page Intentionally Left Blank]
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IN WITNESS WHEREOF, the parties have executed this Employment Agreement under
seal as of the date first set forth above.
NATROL, INC.
By:
/s/ Elliott Balbert
Name: Elliott Balbert
Title: Executive Chairman
EXECUTIVE:
/s/ Wayne Bos
Wayne Bos
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