Sample Business Contracts

Employment Agreement - BriteSmile Inc. and Frederick E. Jones III

Employment Forms

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                           [BriteSmile Company Logo]

June 11, 1999

Mr. Frederick E. Jones III
205 West 54th Street
Apartment 11A
New York, NY  10019

Dear Mr. Jones:

                  BriteSmile, Inc. ("BriteSmile") extends this offer of
employment to you under the following terms:

                  Position at  BriteSmile:  You shall serve in such  capacity as
may be  reasonably  designated  by the Chief  Executive  Officer  (the "CEO") of
BriteSmile,  initially  as  Vice  President,  BriteSmile  International  Limited
("BriteSmile International"), a subsidiary of BriteSmile.

                  Salary: $8,333 per month base salary.  Depending on your
performance  and the  performance of BriteSmile  International,  you may receive
bonus payments;  but any such bonus shall be payable solely at the discretion of
the CEO.

                  Stock Options:  Subject to the approval of BriteSmile's Board,
you will receive a grant of options to purchase  150,000 shares of  BriteSmile's
Common  Stock on your  first day of  employment  with  BriteSmile.  The right to
exercise options on 30,000 of such shares shall vest (become exercisable) on the
date of grant (the first day of your  employment)  provided you have remained in
the  employ  of  BriteSmile  from  the  first  day of  you  employment  to  such

                  These  options  will have an  exercise  price equal to $11-3/8
which is the closing price of BriteSmile's  Common Stock on the date hereof, and
will be granted pursuant to and be subject to all the provisions of BriteSmile's
stock option plan.  In order to  participate  in the  BriteSmile's  stock option
plan, you will need to execute a standard stock option agreement.

                  Duties:  You will report to, and shall  perform such duties as
may be  reasonably  assigned  to you by,  the CEO of  BriteSmile  International.
Initially  you  shall be  fully  responsible  for  identifying,  developing  and
executing all aspects of  BriteSmile's  teeth whitening plans and business model
in all  areas of the  world  other  than  the  United  States  and  Canada.  You
acknowledge  that your  duties may  involve a  significant  amount of  worldwide
travel and agree to undertake such travel. At BriteSmile's  reasonable  request,
you agree to relocate to such  country or  countries  in the  European  Union as
BriteSmile  shall  designate.  BriteSmile  shall pay your reasonable  relocation
expenses in connection with any such move.

                  Benefits:  You  will be  provided  health,  dental,  life  and
disability  insurance  according to BriteSmile's  standard policies,  subject to
your  eligibility.  You shall also be entitled to  participate  in  BriteSmile's
other benefit plans that are made available to its executives  generally subject
to the terms of those plans.


                  Start Date: You will begin work at BriteSmile International on
such date as is mutually agreed by yourself and  BriteSmile,  but not later than
August 31, 1999.

                  Confidentiality: You agree to keep all nonpublic information
regarding  BriteSmile  confidential  and not to use it except in  furtherance of
BriteSmile's business.

                  Termination of  Employment:  You  acknowledge  that you are an
employee at will and that  BriteSmile may terminate your employment at any time,
with or without cause.

                  Law: This letter shall be governed by the laws of the State of
New York.

                  If you wish to accept this offer as delineated  above,  please
countersign  at the bottom of the page and return a copy of this letter to us as
soon as possible.  After August 31, 1999 this document is no longer valid unless
previously executed and received by us.

BriteSmile, Inc.

By /s/ John Reed
Title: CEO

Acknowledge and agreed to this  16th  day of June, 1999.

/s/ Frederick E. Jones III