EXHIBIT 6
FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENT
THIS FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENT (the "Amendment"),
dated as of June __, 2000, is made and entered into among INTERDENT, INC.
(the "Company"), the Requisite Holders and Xxxxxx Xxxxxxxxx Capital Partners
II, L.P. ("Xxxxxx").
WHEREAS, the Company has entered into a Registration Rights Agreement
dated as of March 11, 1999 (the "REGISTRATION RIGHTS AGREEMENT"), pursuant to
which the Holders received registration rights with respect to certain
securities of the Company owned by the Holders; and
WHEREAS, Xxxxxx desires to become a party to the Registration Rights
Agreement, as amended hereby.
NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties agree as follows:
1. Capitalized terms used but not otherwise defined herein shall have the
meanings ascribed to such terms in the Registration Rights Agreement.
2. Pursuant to Section 19 thereof, the Registration Rights Agreement is
hereby amended as follows:
(a) For all purposes of the Registration Rights Agreement, Xxxxxx shall
be considered a Holder and entitled to all rights and subject to all
obligations under the Registration Rights Agreement, as amended pursuant to
this Amendment.
(b) SCHEDULE I to the Registration Rights Agreement is hereby amended
to add at the end thereof, the following text:
Xxxxxx Xxxxxxxxx Capital Partners II, L.P.
c/o Levine Xxxxxxxxx Capital Partners, Inc.
000 Xxxxx Xxxxx Xxxxx, Xxxxx 000
Xxxxxxx Xxxxx, XX 00000
Attention: Xxxxxx X. Xxxxxx, President
Telephone: (000) 000-0000
Telecopier: (000) 000-0000
(c) Section 2(b)(ii) is hereby amended and restated to read in its
entirety as follows:
"(ii) the Company may delay the filing or effectiveness of any
Registration Statement for a period of up to 90 days (plus an additional 30
days if approved by a majority of the Board of Directors) after the date of a
request for registration pursuant to Section 2(a) if at the time of such
request or prior to the effectiveness of such Registration Statement the
Company is engaged in a Material Transaction; PROVIDED, however, that the
Company may not delay the filing or effectiveness of any Registration
Statement pursuant to this Section 2(b)(ii) more than (x) two (2) times in
any 360 consecutive day period, (y) 120 days in any 180 consecutive day
period or (z) 180 days in any 360 consecutive day period; and"
3. All other provisions of the Registration Rights Agreement shall remain
in full force and effect.
[SIGNATURES BEGIN ON NEXT PAGE]
IN WITNESS WHEREOF, the parties have executed and delivered this First
Amendment to Registration Rights Agreement as of the day and year first above
written.
INTERDENT, INC.
By:__________________
Xxxxxxx X. Xxxxx
Co-Chairman of the Board
and Chief Executive Officer
XXXXXX XXXXXXXXX CAPITAL PARTNERS,
INC., a California corporation
On behalf of XXXXXX XXXXXXXXX CAPITAL
PARTNERS II, L.P., a California
limited partnership
By:__________________________
Xxxxxx X. Xxxxxxxxx
Chief Executive Officer
REQUISITE HOLDERS:
CB CAPITAL INVESTORS, LLC.
By: Chase Capital Partners,
its Investment Manager
By: ______________________________
Name: ______________________________
Title: ______________________________
SPROUT CAPITAL VII, L.P.
By: DLJ Capital Corp.,
its Managing General Partner
By: ______________________________
Xxxxxx Xxxxx
Attorney in Fact
[Continued Next Page]
SPROUT GROWTH II, L.P.
By: DLJ Capital Corp.,
its Managing General Partner
By: ______________________________
Xxxxxx Xxxxx
Attorney in Fact
THE SPROUT CEO FUND, L.P.
By: DLJ Capital Corp.,
its General Partner
By: ______________________________
Xxxxxx Xxxxx
Attorney in Fact
DLJ CAPITAL CORP.
By: ______________________________
Xxxxxx Xxxxx
Attorney in Fact
DLJ FIRST ESC L.L.C.
By: DLJ LBO Plans Management
Corporation, its Manager
By: ______________________________
Xxxxxx Xxxxx
Attorney in Fact
SRM '93 Children's Trust
By: ______________________________
Name: ______________________________
Title: ______________________________
[Continued Next Page]
_____________________________________
Xxxxxxx X. Xxxxx
_____________________________________
Xx. Xxxxxx X. Xxxxxxx
_____________________________________
L. Xxxxxxxx Xxx Xxxxxx
_____________________________________
Xxxxxx X. Xxxxxxxx
_____________________________________
Xxxxx Xxxxx
_____________________________________
Xxxxx X. Xxxxxx
_____________________________________
Xxxxx X. Xxxxxxx
_____________________________________
Xxxxxxxx X. Xxxx
_____________________________________
Xxxxxx Xxxxx
_____________________________________
Xxxx Xxxxx
_____________________________________
Xxxx X. Xxxxxxx
_____________________________________
H. Xxxxx Xxxxx
_____________________________________
Xxxxxx X. Xxxxxx
_____________________________________
Xxxxxx Xxx Xxxxx, Xx.
