0001104659-03-027947 Sample Contracts

VITAL LIVING, INC. Strategic Advisor Agreement
Strategic Advisor Agreement • December 5th, 2003 • Vital Living Inc • Pharmaceutical preparations • California

This Corporate Strategic Advisor Agreement (SAA) (“Agreement”) dated October 14, 2003, (the “Effective Date”) is made by and between Vital Living, Inc., a Nevada corporation, whose address is 5080 N. 40th Street, #105, Phoenix, Arizona, 85018 (“Company” or “Vital Living”), and (ii) Dr. Roger Howe (“Consultant”), an individual whose address is 667 Lynwood Drive, Encinitas, California 92024

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EXECUTIVE SERVICES AGREEMENT
Executive Services Agreement • December 5th, 2003 • Vital Living Inc • Pharmaceutical preparations • Arizona

This Agreement (“Agreement”) is entered into as of this 14th day of October, 2003, by and between Doctors for Nutrition Inc. (the “Company”) and Bruce Howe (“Employee”), in connection with the Company’s engagement of Employee’s personal services as President and such other duties as described herein.

ESCROW AGREEMENT
Escrow Agreement • December 5th, 2003 • Vital Living Inc • Pharmaceutical preparations • California

This Escrow Agreement (the “Agreement”) is entered into as of October 14, 2003 (“Effective Date”), by and among Vital Living, Inc., a Nevada corporation (“Acquiror”), all the Shareholders (the “Shareholders”) of Doctors for Nutrition, Inc., a California corporation (“DFN”), Mercantile National Bank-California, (“Mercantile National Bank”) a California banking corporation, in its capacity as escrow agent hereunder (the “Escrow Agent”), and Bruce Howe, in his capacity as the representative of the Shareholders (the “Shareholders’ Representative”) in connection with the transaction set forth in that certain Stock Purchase Agreement (the “Purchase Agreement”), dated October 14, 2003, by and among Acquiror and the Shareholders.

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • December 5th, 2003 • Vital Living Inc • Pharmaceutical preparations • California

This STOCK PURCHASE AGREEMENT (the “Agreement”) is made and entered into as of October 14, 2003 by and among Vital Living, Inc., (the “Purchaser”) and the selling shareholders listed on the signature page hereto (collectively, the “Selling Shareholders”).

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