Exhibit 2.1 STOCK PURCHASE AGREEMENT ----------------------------Stock Purchase Agreement • March 31st, 2000 • Rexall Sundown Inc • Pharmaceutical preparations • Florida
2 INDUSTRIAL LEASE INDEXLease Agreement • October 11th, 1996 • Rexall Sundown Inc • Pharmaceutical preparations • Florida
I. EMPLOYMENTEmployment Agreement • January 14th, 2000 • Rexall Sundown Inc • Pharmaceutical preparations • California
AMONGAgreement and Plan of Merger • February 11th, 1998 • Rexall Sundown Inc • Pharmaceutical preparations • Delaware
6. EXISTING MORTGAGE. Seller acknowledges that the Property is subject to a blanket mortgage ("Existing Mortgage") and any note it secures (the "Existing Note"), both as described in Schedule "B". Seller represents and warrants to Purchaser that:...Purchase and Sale Agreement • December 1st, 1997 • Rexall Sundown Inc • Pharmaceutical preparations
ARTICLE ICredit Agreement • January 14th, 2000 • Rexall Sundown Inc • Pharmaceutical preparations • Florida
FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER THIS FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this "First Amendment") is entered into as of this 25th day of May 2000, by and among Koninklijke Numico N.V., a company incorporated under the laws...Agreement and Plan of Merger • May 25th, 2000 • Rexall Sundown Inc • Pharmaceutical preparations
A-1Employment Agreement • March 13th, 1998 • Rexall Sundown Inc • Pharmaceutical preparations • Florida
I. EMPLOYMENT -------------Employment Agreement • April 14th, 1998 • Rexall Sundown Inc • Pharmaceutical preparations • Florida
UNDERWRITING AGREEMENTUnderwriting Agreement • October 11th, 1996 • Rexall Sundown Inc • Pharmaceutical preparations • Florida
I. EMPLOYMENTEmployment Agreement • April 14th, 1997 • Rexall Sundown Inc • Pharmaceutical preparations • Florida
1 Exhibit 10.22 FORBEARANCE AGREEMENT THIS AGREEMENT is made as of April 29, 1996, by and between OAKMONT PHARMACEUTICALS, INC., a Delaware corporation ("Oakmont"), and REXALL SUNDOWN, INC., a Florida corporation ("Rexall- Sundown"), as assignee of...Forbearance Agreement • October 11th, 1996 • Rexall Sundown Inc • Pharmaceutical preparations
Common StockRexall Sundown Inc • May 13th, 1998 • Pharmaceutical preparations • New York
DERMODY PROPERTIESRexall Sundown Inc • October 11th, 1996 • Pharmaceutical preparations • Nevada
II. TERMEmployment Agreement • July 15th, 1997 • Rexall Sundown Inc • Pharmaceutical preparations
II. TERM1 • July 15th, 1997 • Rexall Sundown Inc • Pharmaceutical preparations
I. EMPLOYMENT -------------Employment Agreement • November 30th, 1998 • Rexall Sundown Inc • Pharmaceutical preparations • Florida
MEMORANDUM OF UNDERSTANDING This Memorandum of Understanding ("Memorandum") is entered into by and among (i) Lawrence Peccatiello ("Plaintiff") and (ii) Rexall Sundown, Inc. ("Rexall" or the "Company"), Nutricia Investment Corporation ("Nutricia") and...Memorandum of Understanding • May 25th, 2000 • Rexall Sundown Inc • Pharmaceutical preparations
III. COMPENSATIONEmployment Agreement • January 14th, 1998 • Rexall Sundown Inc • Pharmaceutical preparations
TENANT: REXALL SUNDOWN, INC. -------------------- -------------------- DATE: APRIL 17, 1996 -------------------- 2 INDUSTRIAL LEASE INDEXIndustrial Lease Agreement • October 11th, 1996 • Rexall Sundown Inc • Pharmaceutical preparations • Florida
II. TERMEmployment Agreement • July 15th, 1997 • Rexall Sundown Inc • Pharmaceutical preparations
THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, ON FRIDAY, JUNE 2, 2000, UNLESS THE OFFER IS EXTENDED. ------------------ -------------------------------------------------------------- THE BOARD OF DIRECTORS OF...Merger Agreement • May 5th, 2000 • Rexall Sundown Inc • Pharmaceutical preparations
1 Exhibit 10.23 SECOND FORBEARANCE AGREEMENT THIS AGREEMENT (the "Second Forbearance Agreement") is made as of September 23, 1996, by and between OAKMONT PHARMACEUTICALS, INC., a Delaware corporation ("Oakmont"), and REXALL SUNDOWN, INC., a Florida...Second Forbearance Agreement • October 11th, 1996 • Rexall Sundown Inc • Pharmaceutical preparations
1 EXHIBIT 10.8 THIRD FORBEARANCE AGREEMENT THIS THIRD FORBEARANCE AGREEMENT (the "Third Forbearance Agreement") is made as of April 1, 1997, by and between OAKMONT PHARMACEUTICALS, INC., a Delaware corporation ("Oakmont"), and REXALL SUNDOWN, INC., a...Third Forbearance Agreement • July 15th, 1997 • Rexall Sundown Inc • Pharmaceutical preparations
September 1, 1998 Mr. Nickolas Palin Rexall Sundown, Inc. 6111 Broken Sound Parkway, NW Boca Raton, Florida 33487 Dear Nick: Reference is hereby made to the Employment Agreement (the "Agreement") dated April 1, 1995 between Rexall Sundown, Inc. (the...Employment Agreement • November 30th, 1998 • Rexall Sundown Inc • Pharmaceutical preparations
1 2 a person or persons to be designated by Rexall Sundown; and (ii) an executed Bill of Sale, conveying the Personal Property to a person or persons to be designated by Rexall Sundown (the Deed and the Bill of Sale are hereinafter collectively...Fourth Forbearance Agreement • December 1st, 1997 • Rexall Sundown Inc • Pharmaceutical preparations
1 Exhibit 10.15 April 1, 1996 Mr. Nickolas Palin Rexall Sundown, Inc. 851 Broken Sound Parkway, N.W. Boca Raton, Florida 33487 Dear Nick: Reference is hereby made to the Employment Agreement (the "Agreement") dated April 1, 1995 between Rexall...Employment Agreement • October 11th, 1996 • Rexall Sundown Inc • Pharmaceutical preparations
MERGER PURCHASE AGREEMENT Agreement entered into as of December 14, 1999, by and among Rexall Sundown, Inc., a Florida corporation (the "Buyer"), RSM Acquisition Corp., a Delaware corporation and a wholly-owned Subsidiary of the Buyer (the "Transitory...Merger Purchase Agreement • January 14th, 2000 • Rexall Sundown Inc • Pharmaceutical preparations • California
ARTICLE IAgreement • October 11th, 1996 • Rexall Sundown Inc • Pharmaceutical preparations • Florida
EXHIBIT 10.2 March 27, 1997 Mr. Christian Nast Rexall Sundown, Inc. 851 Broken Sound Parkway, NW Boca Raton, Florida 33487 Dear Chris: Reference is hereby made to the Employment Agreement ("Agreement") dated April 24, 1995 between Rexall Sundown, Inc....Employment Agreement • July 15th, 1997 • Rexall Sundown Inc • Pharmaceutical preparations
FIFTH FORBEARANCE AGREEMENT --------------------------- THIS FIFTH FORBEARANCE AGREEMENT (the "Fifth Forbearance Agreement") is made as of August 5, 1998 by and between OAKMONT PHARMACEUTICALS, INC., a Delaware corporation ("Oakmont"), and REXALL...Fifth Forbearance Agreement • November 30th, 1998 • Rexall Sundown Inc • Pharmaceutical preparations
1 EXHIBIT 10.1 Barnett Bank BUSINESS LOAN AGREEMENTRexall Sundown Inc • January 14th, 1997 • Pharmaceutical preparations • Florida
1 Exhibit 10.12 October 9, 1995 Mr. Carl DeSantis Rexall Sundown, Inc. 851 Broken Sound Parkway, N.W. Boca Raton, Florida 33487 Dear Carl: Reference is hereby made to the Employment Agreement ("Agreement") dated April 1, 1995 between Rexall Sundown,...Employment Agreement • October 11th, 1996 • Rexall Sundown Inc • Pharmaceutical preparations
