AGREEMENT dated as of January 1, 1999, by and between HANSEN NATURAL CORPORATION, a
Delaware corporation (the "Corporation"), and RODNEY C. SACKS (the "Executive").
IN CONSIDERATION OF the premises and mutual covenants herein contained, and other good and valuable
consideration, the Corporation and the Executive agree as follows:
1. Employment. The Corporation shall employ the Executive and the Executive agrees to serve as an executive of
the Corporation, in such capacities and upon such conditions as are hereinafter set forth.
(a) "Cause" shall mean (i) an act or acts of dishonesty or gross misconduct on the Executive's part which result or
are intended to result in material damage to the Corporation's business or reputation or (ii) repeated material
violations by the Executive of his obligations under Section 4 of this Agreement which violations are demonstrably
willful and deliberate on the Executive's part and which result in material damage to the Corporation's business or
reputation and as to which material violations the Board of Directors of the Corporation has notified the
Executive in writing.
(b) "Constructive Termination" shall mean:
(i) without the written consent of the Executive, (A) the assignment to the Executive of any duties inconsistent in
any substantial respect with the Executive's position, authority or responsibilities as contemplated by Section 4 of
this Agreement, or (B) any other substantial adverse change in such position, including titles, authority or
(ii) any failure by the Corporation to comply with any of the provisions of this Agreement, other than an
insubstantial or inadvertent failure remedied by the Corporation promptly after receipt of notice thereof given by
(iii) the Corporation's requiring the Executive without his consent to be based at any office or location outside of
Orange County, California except for travel reasonably required in the performance of the Executive's