EXHIBIT 10.32
[COMPANY LOGO]
January 9, 2005
Mr. John Higgins
4 Eustis Lane
Ridgefield, Conn. 06877
Dear John:
It is with great pleasure that Advanced
Aesthetics Institute, Inc. (AAI) offers
you the position of President with the
start date of (January 17, 2005). The
position includes a seat on the Board of
Directors and reports to Richard
Rakowski.
The following is your total compensation
package:
o
Base pay of $ 9615.38 biweekly, which when annualized is
equivalent to $250,000 per year. Your first biweekly payroll
scheduled for January 21, 2005 and will reflect a partial pay
period.
o
Bonus eligibility of 60% of base salary. The majority of the
performance incentive will be based on P & L performance
and
financial metrics and the minority of the incentive will be
based
on specific milestones and target objectives; both of which
will
be mutually agreed upon by the Executive leadership and Board
of
AAI. Any terms and conditions specified in the incentive plan
program are subject to management discretion and company
funding.
o An
initial options grant of 300,000 shares of AAI company stock,
subject to approval by the Board of Directors and the terms of
the company's stock option plan. The Stock options will vest
over
4 years (25% per year) and will have an exercise price of
$4/share.
o
Effective February 1, you will be eligible to participate in
our
medical dental and vision insurance options and flexible
spending
accounts, subject to plan terms; with a percentage of the
premiums paid for by AAI.
o
Eligibility for proposed 2005 401(k) pension plan and company
match.
o
Eligibility for company-paid benefits such as life insurance,
short and long-term disability, subject to applicable waiting
periods and applicable premiums;
o
