THIS CONSULTING AGREEMENT (this “Agreement”) is entered into as of February , 2004
(the “Effective Date”) between Weider Nutrition Group, Inc., a Utah corporation (the “Company”), and Gustin
Foods, LLC, a California limited liability company (“Consultant”).
A. The Company is in the business of developing, manufacturing, marketing and selling branded
and private label dietary supplements and nutrition products, including joint care products containing glucosamine
and/or chondroitin and other related products.
B. Consultant has experience and expertise in developing, marketing and selling branded nutrition
and food products.
C. The Company desires to retain the services of Consultant and Consultant desires to provide
consulting services to the Company, upon the terms and subject to the conditions set forth in this Agreement.
NOW, THEREFORE, in consideration of the premises and the mutual promises set forth in this
Agreement, the Company and Consultant hereby agree as follows:
1. Retention as Consultant; Consultant Services .
a. Subject to the terms and conditions contained in this Agreement, the Company hereby
engages Consultant and Consultant hereby agrees to perform consulting services for the Company during the
Term (as defined herein) of this Agreement relating to the Company’s development, marketing and selling of
products under the Company’s Schiff Specialty Unit (the “Business”). The consulting services will focus on
improving sales and profitability from growth initiatives for the Business (e.g., new products and product lines,
positioning/repositioning existing products and product lines, etc.) consistent with the Company’s development
b. Consultant is and shall be an independent contractor which, subject to the terms
hereof, shall have sole control of t