AMENDMENT AGREEMENT NO. 4 AND CONSENTCredit Agreement • August 28th, 2001 • Interdent Inc • Services-misc health & allied services, nec • New York
AMENDMENT AGREEMENT NO. 4 AND CONSENT, effective as of May 31, 2001 (this "Amendment"), to the AMENDED AND RESTATED CREDIT AGREEMENT, dated as of March 31, 2000 (as heretofore amended and as may be further amended, modified or supplemented from time to time the "Credit Agreement"), among GENTLE DENTAL SERVICE CORPORATION, a Washington corporation ("Dental Service"), GENTLE DENTAL MANAGEMENT, INC., a Delaware corporation ("Dental Management") and DENTAL CARE ALLIANCE, INC., a Delaware corporation ("DCA"; DCA, Dental Service and Dental Management, each a "Borrower" and collectively, the "Borrowers"), the Guarantors named therein, the financial institutions from time to time party thereto (collectively, the "Lenders"), UNION BANK OF CALIFORNIA, N.A., as administrative agent for the Lenders (in such capacity, the "Administrative Agent"), and THE CHASE MANHATTAN BANK ("Chase"), as syndication agent for the Lenders (in such capacity, the "Syndication Agent").
AMENDMENT AGREEMENT NO. 3 AND WAIVERCredit Agreement • August 28th, 2001 • Interdent Inc • Services-misc health & allied services, nec • New York
AMENDMENT AGREEMENT NO. 3 AND WAIVER effective as of April 13, 2001 (this "Amendment"), to the CREDIT AGREEMENT, dated as of March 31, 2000 (as heretofore amended and as may be further amended, modified or supplemented from time to time the "Credit Agreement"), among GENTLE DENTAL SERVICE CORPORATION, a Washington corporation ("Dental Service"), GENTLE DENTAL MANAGEMENT, INC., a Delaware corporation ("Dental Management") and DENTAL CARE ALLIANCE, INC., a Delaware corporation ("DCA"; DCA, Dental Service and Dental Management, each a "Borrower" and collectively, the "Borrowers"), the Guarantors named therein, the financial institutions from time to time party thereto (collectively, the "Lenders"), UNION BANK OF CALIFORNIA, N.A., as administrative agent for the Lenders (in such capacity, the "Administrative Agent") and THE CHASE MANHATTAN BANK ("Chase"), as syndication agent for the Lenders (in such capacity, the "Syndication Agent").
QuickLinks -- Click here to rapidly navigate through this documentWarrant Agreement • August 28th, 2001 • Interdent Inc • Services-misc health & allied services, nec • California
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR REGISTERED OR QUALIFIED UNDER ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD, TRANSFERRED, PLEDGED, HYPOTHECATED OR OTHERWISE ASSIGNED EXCEPT IN COMPLIANCE WITH THE REGISTRATION REQUIREMENTS OF SUCH ACT AND THE REGISTRATION OR QUALIFICATION REQUIREMENTS OF SUCH STATE SECURITIES LAWS OR PURSUANT TO AN EXEMPTION FROM SUCH REGISTRATION AND QUALIFICATION.
STEVEN R. MATZKIN, D.D.S. OPTION AMENDMENTStock Option Amendment • August 28th, 2001 • Interdent Inc • Services-misc health & allied services, nec • California
THIS FIRST AMENDMENT (the "Amendment Agreement") is made as of , 2001 by and between INTERDENT, INC., a Delaware corporation ("InterDent"), and Steven R. Matzkin ("Holder") to (i) April 20, 1999 Stock Option Award Agreement ("Option Agreement No. 1") under the InterDent 1999 Stock Incentive Plan (the "1999 Plan"), (ii) May 23, 2000 Stock Option Award Agreement ("Option Agreement No. 2") under the 1999 Plan and (iii) May 23, 2000 Stock Option Award Agreement ("Option Agreement No. 3" and, collectively with Option Agreements No. 1 and 2, the "Option Agreements") under the InterDent 2000 Key Executive Stock Incentive Plan (the "2000 Plan").
BUSINESS COLLABORATION AGREEMENTBusiness Collaboration Agreement • August 28th, 2001 • Interdent Inc • Services-misc health & allied services, nec • Florida
This BUSINESS COLLABORATION AGREEMENT (the "Agreement") is made and entered into as of this 17th day of April, 2001, by and among MON ACQUISITION CORP., a Florida corporation ("Mon"), INTERDENT, INC., a Delaware corporation ("InterDent"), and GENTLE DENTAL SERVICE CORPORATION, a Washington corporation and wholly owned subsidiary of InterDent ("GDSC").
TRANSITIONAL SERVICES AGREEMENTTransitional Services Agreement • August 28th, 2001 • Interdent Inc • Services-misc health & allied services, nec • Delaware
This Transitional Services Agreement ("Agreement") is made and entered into as of the 16th day of May, 2001 by and between Gentle Dental Service Corporation, a Washington corporation and wholly-owned subsidiary of InterDent, Inc., a Delaware corporation ("InterDent"), with offices at 222 North Sepulveda Blvd., Suite 740, El Segundo, CA 90245 ("GDSC") and MON Acquisition Corp., a Florida corporation, with offices at One South School Avenue, Suite 1000, Sarasota, FL 34337 ("MON").
AMENDMENT TO SECURITIES PURCHASE AGREEMENT, CONSENT TO ALLONGE TO SENIOR SUBORDINATED NOTE AND PIK NOTES, CONSENT TO DISPOSITIONS AND WAIVERSecurities Purchase Agreement • August 28th, 2001 • Interdent Inc • Services-misc health & allied services, nec • California
THIS AMENDMENT TO SECURITIES PURCHASE AGREEMENT, CONSENT TO ALLONGE TO SENIOR SUBORDINATED NOTE AND PIK NOTES, CONSENT TO DISPOSITIONS AND WAIVER(this "Amendment") is entered into as of the thirteenth day of April 2001, by and among GENTLE DENTAL SERVICE CORPORATION, a Washington corporation ("GDSC"), GENTLE DENTAL MANAGEMENT, INC., a Delaware corporation ("GDMI"), DENTAL CARE ALLIANCE, INC., a Delaware corporation ("DCA"), INTERDENT, INC., a Delaware corporation ("Parent"), the Subsidiaries of the Issuers named as "Subsidiary Guarantors" herein, and LEVINE LEICHTMAN CAPITAL PARTNERS II, L.P., a California limited partnership (the "Purchaser").
FIRST AMENDMENT TO THE SOFTWARE LICENSE AND MAINTENANCE AGREEMENTSoftware License and Maintenance Agreement • August 28th, 2001 • Interdent Inc • Services-misc health & allied services, nec • Delaware
This First Amendment to the Software License and Maintenance Agreement (this "Amendment") is made and entered into as of , 2001 (the "Effective Date"), by and between Gentle Dentle Service Corporation, a Washington corporation, with offices at 222 North Sepulveda Blvd., Suite 740, El Segundo, CA 90245 ("GDSC"), and MON Acquisition Corp., a Florida corporation, with offices at One South School Avenue, Suite 1000, Sarasota, FL 34337 ("MON") (each individually, a "Party," and collectively, the "Parties"), and is made with reference to that certain Software License and Maintenance Agreement, made and entered into as of May 17, 2001, by and between GDSC and MON (the "Original Agreement"). Unless otherwise indicated herein, capitalized terms used in this Amendment without definition shall have the respective meanings specified in the Original Agreement.
SECOND AMENDMENT TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 28th, 2001 • Interdent Inc • Services-misc health & allied services, nec
THIS SECOND AMENDMENT TO REGISTRATION RIGHTS AGREEMENT (the "Amendment"), dated as of April 13, 2001, is made and entered into among INTERDENT, INC. ("the Company"), the Requisite Holders and Union Bank of California, N.A., The Chase Manhattan Bank, Bank of America, N.A., Citizens Bank of Massachusetts, First National Bank, Fleet Capital Corporation, Sovereign Bank and U.S. Bank National Association (collectively, the "Additional Holders").
SOFTWARE LICENSE AND MAINTENANCE AGREEMENTSoftware License and Maintenance Agreement • August 28th, 2001 • Interdent Inc • Services-misc health & allied services, nec • Delaware
This Software License and Maintenance Agreement ("Agreement") is made and entered into as of the 16th day of May, 2001 by and between Gentle Dental Service Corporation, a Washington corporation, with offices at 222 North Sepulveda Blvd., Suite 740, El Segundo, CA 90245 ("GDSC") and MON Acquisition Corp., a Florida corporation, with offices at One South School Avenue, Suite 1000, Sarasota, FL 34337 ("MON").
CONSULTING AGREEMENTConsulting Agreement • August 28th, 2001 • Interdent Inc • Services-misc health & allied services, nec • California
This Consulting Agreement ("Agreement") is made as of , 2001, by and between InterDent, Inc., a Delaware corporation ("Company"), and Steven R. Matzkin, D. D. S. ("Consultant").
