EMPLOYMENT AGREEMENT

        This Employment Agreement (this "Agreement") is entered into by and between InterDent, Inc., a Delaware corporation (the "Company"), and Ivar S. Chhina (the "Executive") as of the Effective Date (as defined in Section 1 below).

RECITAL:

        WHEREAS, the Company desires to employ the Executive and the Executive has indicated his willingness to provide his services, on the terms and conditions set forth herein, such employment to be effective on the Effective Date;

        NOW, THEREFORE, on the basis of the foregoing premises and in consideration of the mutual covenants and agreements contained herein, the parties hereto agree as follows:

        1.    Employment.    The Company hereby agrees to employ the Executive and the Executive hereby accepts employment with the Company commencing on the Effective Date, on the terms and subject to the conditions hereinafter set forth. Executive shall serve as Chief Operating Officer of the Company from the Effective Date until the date of Wayne Posey's termination of employment as Chief Executive Officer of the Company (which shall not be later than December 31, 2003). Executive shall serve as Chief Executive Officer of the Company from January 1, 2004 or, if earlier, the date of Wayne Posey's termination of employment as Chief Executive Officer, until December 31, 2006. For purposes of this Agreement, the term "Effective Date" means the effective date of the plan of reorganization ("POR") under Chapter 11 of the Bankruptcy Code filed for the Company on May 9, 2003 if the United States Bankruptcy Court enters an order confirming the POR (the "Confirmation Order") and the conditions precedent to the effective date of the POR are satisfied or waived. As of the Effective Date, this Agreement will restate, amend and supersede, the employment agreement entered into between the Executive and the Company effective as of October 8, 2001 and amended as of December 31, 2002.

        (a)    Reporting.    As Chief Operating Officer, Executive shall report directly to the Chief Executive Officer of the Company and shall have such duties as are typically performed by a chief operating officer of a corporation, together with such additional duties, commensurate with the Executive's position as may be assigned to the Executive from time to time by the Chief Executive Officer of the Company. As Chief Executive Officer, Executive shall report directly to the Board of Directors of the Company (the "Board") and Executive's duties and responsibilities will be those customarily performed by a Chief Executive Officer of a company of comparable size to the Company and such other duties that are assigned to him by the Board, which shall be commensurate with his position as Chief Executive Officer.

        (b)    Location.    The principal location of the Executive's employment shall be at the Company's offices located in San Francisco, California. Executive understands and agrees that he may be required to travel from time to time for business reasons.

        2.    Term.    Unless terminated pursuant to Section 6 hereof, the Executive's employment hereunder shall commence on the Effective Date and shall continue until December 31, 2006 (the "Term").

        3.    Compensation.    During the Term, the Executive shall be entitled to the following compensation and benefits:

        (a)    Salary.    The Company shall pay to the Executive a base salary at the rate of $280,000 per year while he serves as Chief Operating Officer and a base salary at the rate of $350,000 per year while he serves as Chief Executive Officer. The Board shall review the Executive's base salary on an annual basis. Base salary shall be payable in accordance with the payroll practices of the Company in effect from time to time. In no event shall the base salary be decreased during the Term.

        (b)    Performance Bonus.    The Executive shall be eligible to receive a cash bonus for 2003 and each calendar year thereafter during the Term, the Executive shall be eligible to receive a cash bonus ("Performance Bonus") based upon the achievement of objective performance targets ("Performance Bonus Objectives"). These Performance Bonus Objectives shall be set forth in a Performance Bonus Objectives Plan to be mutually agreed upon between the Executive and the Board; when formulated and agreed, the Performance Bonus Objectives Plan shall become part of and subject to the terms of this Agreement. The Performance Bonus will equal the specified percentage of the base salary to be paid to Executive during the calendar year to which the bonus relates in accordance with the following table:

Notwithstanding the forgoing, and notwithstanding any contrary provision of the Performance Bonus Objectives Plan, the Board may, in his sole discretion, award the Executive a Performance Bonus or other bonus in excess of that called for in the Performance Bonus Objectives Plan. Any Performance Bonus or other bonus shall be paid to the Executive at a date no later than 90 days after the end of the calendar year to which the bonus relates.


 

End of Preview

 

Home        Intelligence        Services        Subscriptions        News        About Us

Contact Us       Terms of Use       Resend Documents       Shopping Cart

Copyright © 2008 The Consus Group LLC