THIS AGREEMENT entered into as of November 4, 2002 (the "Start Date"), by and between ICN
Pharmaceuticals, Inc. (the "Company"), a Delaware corporation, and Robert O'Leary (the "Executive"), an
individual resident of San Diego County, California (hereinafter the Company and the Executive collectively
referred to as "the parties").
WHEREAS, the Executive is being employed by the Company as its Chairman of the Board and Chief Executive
Officer and is experienced in management in the health care industry and the Company desires to retain the
services of the Executive on the terms set forth herein.
NOW, THEREFORE, for consideration, the value, sufficiency, and receipt of which is hereby acknowledged,
the parties agree as follows.
1. Term. The preliminary term of employment under this Agreement was for the period commencing on the date
hereof, and ended November 3, 2002 ("Preliminary Term"); the initial term began on November 4, 2002 and
ends November 3, 2004 (the "Initial Term"); provided, however, that upon written mutual agreement of the
parties 60 days prior to the expiration of the Initial Term or the subsequent one (1) year term, as applicable, this
Agreement may be extended for one (1) year terms.
(a) Positions and Duties. (1) The Executive shall be employed as the Chairman of the Board and Chief Executive
Officer of the Company or such other senior executive capacity as may be mutually agreed to in writing by the
parties. As Chief Executive Officer of the Company, the Executive shall have active and general supervision and
management over the business and affairs of the Company and shall have full power and authority to act for all
purposes for and in the name of the Company in all matters except where action of the Board is required by law,
the By-laws of the Company, or resolutions of the Board. If the Executive is removed in whole or part from such
named position without Cause (as defined in Section 8(b))