VITACOST.COM, INC. and MELLON INVESTOR SERVICES LLC as Rights Agent RIGHTS AGREEMENT Dated March 24, 2010Rights Agreement • March 25th, 2010 • Vitacost.com, Inc. • Retail-catalog & mail-order houses • New York
SECOND AMENDMENT TO EMPLOYMENT, NON-COMPETITION AND PROPRIETARY RIGHTS AGREEMENTEmployment, Non-Competition and Proprietary Rights Agreement • March 25th, 2010 • Vitacost.com, Inc. • Retail-catalog & mail-order houses
This Second Amendment (the “Second Amendment”), dated as of March 22, 2010, further amends that certain Employment, Non-Competition and Proprietary Rights Agreement (the “Original Agreement”) effective as of September 16, 2008, by and between VITACOST.COM, INC., a Delaware corporation (the “Company”), and ROBERT HIRSCH (the “Employee”), as previously amended by that certain First Amendment to Employment, Non-Competition and Proprietary Rights Agreement dated as of June 29, 2009, by and between the Company and Employee (the “First Amendment” and together with the Original Agreement and this Second Amendment, the “Agreement”). Capitalized terms used herein and not otherwise defined shall have the meaning as set forth in the Agreement.
SECOND AMENDMENT TO EMPLOYMENT, NON-COMPETITION AND PROPRIETARY RIGHTS AGREEMENTEmployment, Non-Competition And • March 25th, 2010 • Vitacost.com, Inc. • Retail-catalog & mail-order houses
This Second Amendment (the “Second Amendment”), dated as of March 22, 2010, further amends that certain Employment, Non-Competition and Proprietary Rights Agreement (the “Original Agreement”) effective as of January 29, 2007, by and between VITACOST.COM, INC., a Delaware corporation (the “Company”), and RICHARD P. SMITH (the “Employee”), as previously amended by that certain First Amendment to Employment, Non-Competition and Proprietary Rights Agreement dated as of June 29, 2009, by and between the Company and Employee (the “First Amendment” and together with the Original Agreement and this Second Amendment, the “Agreement”). Capitalized terms used herein and not otherwise defined shall have the meaning as set forth in the Agreement.
