Levine Stephen A Sample Contracts

Levine Stephen A – TENDER AND SUPPORT AGREEMENT (August 12th, 2008)

Exhibit 4.2 TENDER AND SUPPORT AGREEMENT This TENDER AND SUPPORT AGREEMENT (this "AGREEMENT"), is dated as of August 8, 2008, by and between KI NutriCare, Inc., a New York corporation (the "PARENT"), and (the stockholders listed on the signature pages hereto (each a "STOCKHOLDER" and collectively, the "STOCKHOLDERS"). W I T N E S S E T H: WHEREAS, Parent, Longhorn Acquisition Corp., a Florida corporation and wholly-owned subsidiary of Parent (the "MERGER SUB"), and Allergy Research Group, Inc., a Florida corporation (the "COMPANY"), are entering into an Agreement and Plan of Merger, dated as of the date hereof (as it may be amended from time to time in accordance with its terms, the "MERGER AGREEMENT"), providing for, among other things, Merger Sub to commence a cash tender offer (the "OFFER") to acquire all of the outstanding shares of common stock, par value $0.001 per share, of the Company (the "COMPANY C