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                                                                   EXHIBIT 10.13

[AVETA LOGO]                   Aveta,Inc.                   (201)969-2300 Main
                               173 Bridge,Plaza North       (201)969-2339 Fax
                               Fort Lee. NJ 07024            www.aveta.com

January 18, 2006

Jess Parks
1035 Tehama Avenue
Menlo Park, CA 94025

Dear Jess:

      This letter will confirm our offer of employment and your acceptance to
join Aveta Inc. (the "Company"). We are looking forward to having you join us as
a key member of our team.

      A summary of the terms of the offer are as follows:

   1. Start Date - Your employment will start on a date (the "Start Date") that
      we mutually agree to but not later than March 15, 2006.

   2. Base Salary - You will be paid an annual base salary (the "Base Salary")
      of $325,000 on our regular payroll schedule, and will be an exempt
      employee ineligible for overtime pay.

   3. Reporting relationship - You will initially serve as Chief Operating
      Officer of the Company reporting to me.

   4. Bonus and Long Term Incentive - You will be eligible for an annual bonus
      and long Term incentive program with a combined annual target equal to one
      hundred percent (100%) of your base salary.

   5. Mechanics of Bonus and Long term Incentive - You will be eligible for (i)
      an annual bonus with a target bonus for 2006 equal to fifty percent (50%)
      of your base salary, prorated based on your employment start date and (ii)
      a long term incentive program with an annual set aside equal to your bonus
      amount for that year. Your bonus will be payable based on the performance
      of the Company and your achievement of objective performance goals
      mutually agreed to by you and I within thirty (30) days after your start
      date. Each annual bonus shall be payable after completion of the Company's
      annual audit and the related annual long term incentive piece shall be
      earned and payable on the earlier of (i) three years after its set aside
      date or (ii) thirty (30) days after the end of the Restricted Period (as
      defined below) if you have complied with all of your covenants and
      obligations under Exhibit A of this letter in accordance with its terms
      and your employment has not been terminated for Cause.

   6. Equity Compensation - The Company is in the process of finalizing its
      Option Incentive Plan (the "Plan"). Within three months of the Start Date,
      you will be granted a five-year option under the Plan to purchase 500,000
      shares of the Company's common stock at $13.50 per share (the "Equity
      Grant"). The Equity Grant can be in the form of incentive stock options,
      non-qualified stock options, restricted stock, restricted stock units, or
      a mix thereof, provided that the value of the Equity Grant shall be
      substantially equivalent to

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      the value of the option grant set forth above. The Equity Grant shall vest
      so long as you are an employee of the Company in accordance with the
      vesting schedule outlined below:

            i.    The Equity Grant will be one-third vested (an option to
                  purchase 166,667 shares) on the first anniversary of the Start
                  Date (the "First Vesting Date")

            ii.   The Equity Grant will be two-thirds vested (an option to
                  purchase 333,333 shares in the aggregate) on the second
                  anniversary of the Start Date (the "Second Vesting Date")

            iii.  The Equity Grant will be 100% vested on the third anniversary
                  of the Start Date (the "Third Vesting Date")

            iv.   Notwithstanding the foregoing or any other terms of this
                  letter, any and all unvested portions of the Equity Grant
                  shall become vested upon the occurrence while you are an
                  employee of the Company of any of the following events: (x)
                  the acquisition of ownership, beneficially or of record, by
                  any single person, entity or group within the meaning of the
                  Securities Exchange Act of 1934 and the rules of the
                  Securities and Exchange Commission thereunder as in effect on
                  the date hereof (other than (i) Daniel Straus and/or Joseph
                  Mark, or any Person they control by virtue of having the right
                  to directly or indirectly select or elect a majority of the
                  Board or other controlling Persons of the Company, (ii) the
                  Company, (iii) any trustee or other fiduciary holding
                  securities under any employee benefit plan of the Company, or
                  (iv) any company owned, directly or indirectly, by the
                  stockholders of the Company in substantially the same
                  proportions as their ownership of common stock of the Company)
                  (a "Control Group") of equity interests representing more than
                  thirty percent (30%) of the issued and outstanding Common
                  Stock of the Corporation; (y) the acquisition of all or
                  substantially all of the assets of the Corporation by a
                  Control Group; or (z) the merger, consolidation or combination
                  or similar transaction of the Corporation with another entity
                  if the individuals and entities who were equity holders of the
                  Company immediately prior to the effective date of such
                  merger, consolidation, combination or similar transaction have
                  beneficial ownership (within the meaning of the Securities
                  Exchange Act of 1934 and the rules of the Securities and
                  Exchange Commission thereunder as in effect on the date
                  hereof) of less than fifty percent (50%) of the aggregate
                  ordinary voting power for election of directors/managers of
                  the surviving entity immediately following the effective date
                  of such transaction.

            v.    All share numbers above shall be adjusted for stock splits,
                  stock dividends, combinations, recapitalizations and similar
                  transactions.

   7. Sign-On Bonus- You are eligible for a one-time sign on bonus of
      $150,000.00 (subject to normal and customary withholding tax). Should (i)
      you voluntarily terminate your employment with the Company other than for
      Good Reason (as defined below) or (ii) the Company terminate your
      employment for Cause prior to twelve (12) months' service, such bonus
      would be 100% repayable by you to the Company.

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   8. Relocation - You agree that you will relocate your home to the New York
      Metropolitan area within one (1) year of the Start Date. You will be
      provided reimbursement of documented relocation expenses up to a maximum
      of $140,000. The Company shall pay all taxes due on any relocation
      expenses determined to be taxable to you (on a fully grossed up basis).
      Should you voluntarily terminate your employment with the Company other
      than for Good Reason (as defined below) prior to 12 months after
      re-location , such relocation bonus would be 100% repayable of you to the
      Company. You will have use of the Company apartment in Fort Lee, NJ until
      you relocate. Subject to Section 12 below, if you do not meet the
      relocation obligation set forth in this Section 8, then, the Second
      Vesting Date and the Third Vesting Date will each be delayed by one month
      for each month beyond the First Vesting Date that the relocation
      obligation remains unmet. Notwithstanding the foregoing, the Chief
      Executive Officer of the Company reserves the right, to waive, at his sole
      discretion, the requirement for your relocation as stated in this
      Section 8.

   9. Vacation - You will be entitled to four (4) weeks vacation per year
      subject to the Company's policy on accrual and utilization.

  10. Benefits - You will be eligible to participate in all Company-sponsored
      employee benefit plans according to their terms.

  11. Employment Eligibility - Your employment is contingent upon (i) your
      completion of INS Form I-9 and establishment of your eligibility to work
      in the United States within three business days of your start date and
      (ii) satisfactory completion of reference verification and a background
      check.

  12. Employment Relationship - Your employment relationship with the Company
      will be at will. Either you or the Company may terminate that relationship
      for any lawful reason at any time, with or without notice. You and the
      Company hereby acknowledge that no express or implied commitment or
      promise of employment for any period of time has been made, and that the
      at-will nature of this employment relationship may not be altered
      hereafter, except through a written agreement signed by you and an
      authorized officer on behalf of the Company. The Company may terminate
      your employment relationship at any time after providing written notice to
      you.

      In consideration of your agreement to the covenants and restrictions set
      forth in Exhibit A, the Company agrees that if your employment is
      terminated (a) by the Company for any reason other than your, death,
      disability or for Cause, or (b) by you for Good Reason (as defined below),
      the Company shall take the following actions:

            i.    Pay you any accrued but unpaid Base Salary for services
                  rendered to the date of termination;

            ii.   Pay you any accrued but unpaid expenses required to be
                  reimbursed in accordance with Company policy;

            iii.  Pay a lump sum payment to you equal to your Base Salary for a
                  period of twelve (12) months following your termination

            iv.   Provide reimbursement for continued health insurance expenses
                  for you and your family under COBRA for a period of twelve
                  (12) months following your termination

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      In addition, in consideration of your agreement to the covenants and
      restrictions set forth in Exhibit A, the Company agrees that if your
      employment is terminated by the Company fur any reason other than your,
      death, disability or for Cause, or if you terminate your employment within
      60 days of a reduction in your Base Salary (where such reduction is not
      part of a broader compensation reduction program applicable to senior
      executives generally), then the Company shall accelerate vesting of the
      Equity Grant and any other granted equity compensation such that the
      portion(s) scheduled to vest during the year in which termination occurs,
      assuming no extension of the Second Vesting Date and Third Vesting Date
      pursuant to Section 8, are vested on a pro-rata basis for the number of
      months you were employed during such year through the termination date.

      Payment of the severance benefits set forth in Sections 12(iii), 12(iv),
      and accelerated option vesting described herein shall be subject to the
      execution and delivery of a separation agreement containing reasonable and
      customary mutual releases.

      For purposes of this letter, the term "Cause" shall mean any of the
      following, as determined by the Company: (i) perpetration by you of
      malfeasance, misappropriation, or fraud against or affecting the Company
      or any of its parents, subsidiaries, affiliates, related entities or
      successors (collectively, the "Company Group") or any customer, client,
      agent or employee of any member of the Company Group; (ii) any reckless,
      willful or intentional act by you that could reasonably be expected to
      materially injure the reputation, business or business relationships of
      any member of the Company Group, provided that the Company shall provide
      you notice of and a reasonable opportunity to cure any such act;; (iii)
      indictment by you or a conviction (including conviction on a nolo
      contendere plea) of you of any felony or a misdemeanor involving fraud or
      dishonesty; or (iv) the breach of any restriction or covenant set forth in
      Exhibit A

      For the purposes of this letter, the term "Good Reason" shall mean your
      voluntary termination of employment within sixty (60) days subsequent to
      any of the following which occur without your express written consent: (i)
      a change in you reporting relationship such that you no longer report to
      me or the then current Chief Executive officer of the Company, to the
      Board of Directors or to an executive at a higher level; (ii) a reduction
      by the Company of your Base Salary as in effect immediately prior to such
      reduction, unless there is a reduction of compensation applicable to
      senior executives generally; (iv) a material reduction by the Company in
      the kind or level of employee benefits to which you are entitled
      immediately prior to such reduction, with the result that your overall
      benefits package is significantly reduced, unless there is a reduction of
      employee benefits applicable to senior executives generally; (v) the
      imposition of a requirement for the relocation to a facility or a location
      more than fifty (50) miles from the Company's current headquarters
      location; or (vi) the failure of the Company to obtain the assumption of
      this letter by any successors contemplated in Section 14 below

  13. Other Covenants - You have read and agree to the covenants listed in
      Exhibit A attached hereto and made a part hereof.

  14. Successors and Assigns - Any successor to the Company (whether direct or
      indirect and whether by purchase, lease, merger, consolidation,
      liquidation or otherwise) to all or substantially all of the Company's
      business and/or assets shall assume the obligations under this letter and
      agree expressly to perform the obligations under this letter in the same
      manner and to the same extent as the Company would be required to
      perform,such

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      obligations in the absence of a succession. The terms of this letter and
      all of your rights hereunder shall inure to the benefit of, and be
      enforceable by, your personal or legal representatives, executors,
      administrators, successors, heirs, distributees, devisees and legatees.

  15. No Duty to Mitigate - You are under no contractual or legal obligation to
      mitigate your damages in order to receive the benefits provided under this
      letter.

  16. Miscellaneous - This letter will be governed by the laws of the State of
      New Jersey without regard to its conflict of laws provision. This letter
      sets forth the terms of your employment with the Company and supersedes
      any prior representations or agreements, whether written or oral. This
      letter may be amended only through mutual agreement in writing by you and
      the Chief Executive Officer of the Company. You and the Company agree to
      cooperate to make such amendments to the terms of this letter as may be
      necessary to avoid the imposition of penalties and additional taxes under
      Section 409A of the Internal Revenue Code, as amended ("Code Section
      409A"); provided however, that the parties agree that any such amendment
      shall not (i) materially increase the cost to, or liability of, the
      Company with respect to any payments under this letter, or (ii) decrease
      the value of benefits provided to you under this letter.

Jess, the Company provides an extraordinary opportunity for all of us, and we
are excited to have you join the team.

Please acknowledge your acceptance by signing one copy of this letter and
returning it to Keith Brauer.

Very best regards,

/s/ Timothy J. O'Donnell
---------------------------
Timothy  J. O'Donnell
President and CEO

ACCEPTED AND AGREED:

/s/ Jess Parks
---------------------------
Jess Parks
1/25, 2006
Cc: Keith Brauer
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                              Exhibit A - Covenants

1. Proprietary Information. You acknowledge that the Company and other members
of the Company Group will give you access to and use of Proprietary Information
and Confidential Records (as those terms are defined below) of members of the
Company Group. In consideration of being granted such access and use, and in
consideration of the agreement to make the payments specified in the offer
letter attached hereto, you covenant that you shall not during your employment
by any member of the Company Group (the "Employment Period") or at any time
thereafter (irrespective of the circumstances under which your employment
terminates), directly or indirectly (a) use for your own purpose or for the
benefit of any individual or entity other than any member of the Company Group,
nor (b) otherwise disclose to any individual or entity, any Confidential Records
or Proprietary Information of which you have knowledge, unless such disclosure
has been specifically authorized in writing by an officer of the Company or is
required by law. You acknowledge and understand that the term "Proprietary
Information" shall mean: (i) all inventions, know-how, technology, formulas,
designs, software, programs, algorithms, products, systems, applications,
processes, procedures, methods and improvements and enhancements, and all
related documentation, whether or not patentable, copyrightable or entitled to
other forms of protection, utilized by any member of the Company Group or which
are directly related to the Business (as defined below); (ii) the name and/or
address of any customer or vendor of any member of the Company Group or any
information concerning the transactions or relations of any customer or vendor
of any member of the Company Group with any member of the Company Group, their
affiliates or any of their stockholders, members, principals, directors,
officers, employees or agents; (iii) any financial information relating to any
member of the Company Group and their respective businesses, including, without
limitation, information relating to pricing or marketing methods, sales margins,
cost or source of materials, supplies or goods, capital structure, operating
results or borrowing arrangements; (iv) any information which is generally
regarded as confidential or proprietary in any line of business engaged in by
any member of the Company Group; (v) any business plans, budgets, advertising or
marketing plans of any member of the Company Group; (vi) any information
contained in any of the written or oral policies and procedures or manuals of
any member of the Company Group; (vii) any information belonging to customers,
vendors or affiliates of any member of the Company Group or any other individual
or entity which any member of the Company Group has agreed to hold in
confidence; and (viii) all written, graphic and other material (in any medium
whether in writing, on magnetic tape or in electronic or other form) containing
any of the foregoing. You acknowledge and understand that information that is
not novel or is not copyrighted, trademarked or patented, or eligible for such
or any other protection, may nonetheless be Proprietary Information, The term
"Proprietary Information" shall NOT include information generally available to
the public other than as a result of a disclosure in violation of this Exhibit
A.

2. Confidentiality and Surrender of Records. You shall not during the Employment
Period or at any time thereafter (irrespective of the circumstances under which
your employment terminates), except as required by law or as is necessary for
the performance of your duties as an employee, and only upon prior written
notice thereof to the Company, directly or indirectly, publish, make known or in
any manner disclose any Confidential Records to, or permit any inspection or
copying of Confidential

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Records by, any individual or entity. You shall not retain, and shall deliver
promptly to the Company, all copies of any of the same upon termination of your
employment for any reason or upon request by the Company. For purposes of this
Exhibit A, "Confidential Records" means, without limitation, all correspondence,
memoranda, files, manuals, books, lists, financial, operating or marketing
records and customer and vendor records containing any Proprietary Information
(in any medium whether in writing, on magnetic tape or in electronic or other
form) or equipment of any kind which may be in your possession or under your
control or accessible to you. All Confidential Records shall be and remain the
sole and exclusive property of the Company during the Employment Period and
thereafter.

3. Developments the Property of the Company. All discoveries, inventions, ideas,
technology, formulas, designs, software, programs, algorithms, products,
systems, applications, processes, procedures, methods and improvements and
enhancements conceived, developed or otherwise made or created or otherwise
produced by you at any time, alone or with others, and relating or useful to the
Business, whether or not subject to patent, copyright or other protection and
whether or not reduced to tangible form, during the Employment Period
("Developments"), shall be the sole and exclusive property of the Company. You
agree to, and hereby do, assign to the Company, without any further
consideration, all your right, title and interest throughout the world in and to
all Developments. You agree that all such Developments that are copyrightable
may constitute works made for hire under the copyright laws of the United States
and, as such, acknowledge that the Company is the author of such Developments
and owns all of the rights comprised in the copyright of such Developments and
you hereby assign to the Company without any further consideration all of the
rights comprised in the copyright and other proprietary rights you may have in
any such Development to the extent that it might not be considered a work made
for hire. You shall make and maintain adequate and current written records of
all Developments and shall disclose all Developments promptly, fully and in
writing to the Company promptly after development of the same, and at any time
upon request. Furthermore, you hereby irrevocably constitute and appoint the
Company and any officer, employee or agent thereof, with full power of
substitution, as your true and lawful attorney-in-fact with full irrevocable
power and authority to take all appropriate action and to execute any and all
such assignments and other documents necessary to effectuate the foregoing. You
hereby agree to execute and deliver to the Company such documents and
instruments as the Company may reasonably request from time to time to
effectuate the purposes of this section. With respect to Developments that are
not owned by or assigned to the Company pursuant to this Section, You hereby
agree that the Company shall have, and you hereby grant to the Company, a
perpetual, worldwide, irrevocable, royalty-free, fully paid-up, exclusive
license to use for any and all purposes and in any manner any such Developments
that are within the scope of the Company's or other members of the Company
Group's actual and anticipated business.

4. Noncompetition. You will be a key representative of the Company Group and
will possess unique knowledge of the Company Group and its operations. The
future prospects of the Company Group are dependent in significant part on your
knowledge, contacts and efforts and in the course of your employment
relationship you will represent the Company Group in its dealings with payors,
providers, customers, suppliers and employees, and the competitive survival and
goodwill of the Company

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Group will be dependent upon its maintaining favorable relations with payors,
providers, customers, suppliers and employees. The provisions contained in this
Section 4 are required to preserve such future prospects. Except as provided
below, during the Employment Period and for a period of twelve (12) months
thereafter (the "Restricted Period"), you shall not without the prior written
consent of the Chief Operating Officer or President or Chief Executive Officer
of the Company, either directly, indirectly, separately or in association with
others:

            (i) engage in the operation of or have any financial interest in
            (whether as an officer, employee, partner, owner, lender,
            shareholder, member, operator, consultant or otherwise) any person,
            firm, corporation or business that itself engages in, or through a
            subsidiary or Affiliate engages in, any element of the Business; or

            (ii) solicit, accept, or conduct, or cause or encourage others to
            solicit, accept or conduct Business with any person who, during the
            Employment Period was a customer; or

            (iii) solicit, attempt to solicit, or cause or encourage others to
            solicit or interfere, or otherwise interfere or attempt to
            interfere, with the employment, or other service relationships
            between the Company or any other member of the Company Group, on the
            one hand, and any of its officers, directors, employees, consultants
            or agents, on the other hand; or

            (iv) directly or indirectly advise or encourage any director,
            officer, manager, employee, agent, consultant or representative or
            client of, or vendor or supplier to the Company or any other member
            of the Company Group to terminate his, her or its business
            relationship with the Company or any other member of the Company
            Group or to materially reduce the amount of business it does with
            the Company or any other or any other member of the Company Group.]

      5. Miscellaneous.

            (i) Nothing in this letter shall prohibit you from (a) owning five
            percent (5%) or less of the issued and outstanding securities of a
            company which is engaged in the Business whose securities are listed
            on a national securities exchange or listed on the NASDAQ National
            Market System, or (b) having a direct or indirect interest in any
            publicly traded venture capital fund, mutual fund or other
            investment fund that owns securities of a company which is engaged
            in the Business

            (ii) If any portion of the covenants set forth in this Exhibit A
            above shall be held unreasonable because of the term, geographic
            zones, activities or services, or other matters covered thereby, the
            covenants shall nevertheless be enforced in such reduced scope or
            form as may be determined by a court of competent jurisdiction.

            (iii) You acknowledge that the Company would not enter into this
            employment relationship without the assurance that you will not
            engage in
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            any of the activities prohibited by this Exhibit A for the periods
            set forth herein,

            (iv) You agree to restrict your actions as provided for in this
            Exhibit A and further acknowledge that the scope and duration of the
            restrictions set forth in this Exhibit A are reasonable in light of
            the specific nature and duration of the employment relationship and
            the payments you are receiving pursuant to the terms of this letter,
            which payments benefit you directly.

            (v) For purposes of any provision of this Exhibit A, "directly or
            indirectly" means in your individual capacity for your own benefit
            or for the benefit of any other person, or as a shareholder,
            partner, member or other principal, officer, director, trustee,
            manager, employee, agent or consultant of or to any person
            whatsoever.

            (vi) You acknowledge and agree that, by virtue of your position,
            services and access to and use of Confidential Records and
            Proprietary Information, any violation by you of any of the
            undertakings contained in this Exhibit A may cause the Company and
            other members of the Company Group immediate, substantial and
            irreparable injury for which they have no adequate remedy at law.
            Accordingly, you agree that in the event of your breach or
            threatened breach of any said undertakings, the Company and other
            members of the Company Group will be entitled to seek temporary and
            permanent injunctive relief in any court of competent jurisdiction
            (without the need to post bond and without proving that damages
            would be inadequate).

            (vii) The rights and remedies provided for in this Exhibit A are
            cumulative and shall be in addition to rights and remedies otherwise
            available to the parties hereunder or under any other agreement or
            applicable law. If the final judgment of a court of competent
            jurisdiction declares that any provision of this Exhibit A is
            invalid or unenforceable, the parties hereto agree that the court
            making the determination of invalidity or unenforceability shall
            have the power, and is hereby directed, to reduce the scope,
            duration or area of the provision, to delete specific words or
            phrases and to replace any invalid or unenforceable provision with a
            provision that is valid and enforceable and that comes closest to
            expressing the intention of the invalid or unenforceable provision,
            and the provisions of this Exhibit A shall be enforceable as so
            modified.

            (viii) During the Employment Period and thereafter until the end of
            the Restricted Period, you agree that upon the earlier of you (x)
            receiving an offer of employment or engagement from any entity
            involved in any component of the Business at any location that is a
            Restricted Location (a "Competitor"), or (y) becoming employed or
            engaged by a Competitor, you will immediately provide notice to the
            Company of such circumstances and provide copies of this Exhibit A
            to the Competitor. You further agree that the Company may provide
            notice to a Competitor of your obligations hereunder this letter.

            (ix) You understand that the provisions of this Exhibit A may limit
            your ability to earn a livelihood in a business similar to the
            Business but nevertheless agree and hereby acknowledge that the
            consideration

<PAGE>

            provided under this letter is sufficient to justify the restrictions
            contained in such provisions. In consideration thereof and in light
            of your education, skills and abilities, you agree that you will not
            assert in any forum that such provisions prevent you from earning a
            living or otherwise are void or unenforceable or should be held void
            or unenforceable.

For purposes of this Exhibit A, Business shall mean any business that operates
in any of the following businesses in the Commonwealth of Puerto Rico or in any
county in which a member of the Company Group operated or has applied to operate
during the Employment Period (a "Restricted Location"): (i) a health plan (a
"Health Plan") authorized pursuant to the Medicare Advantage program or (ii) a
business that (x) operates or manages Health Plan(s), (y) performs or arranges
for medical services for Health Plans (either on a capitated, risk sharing or
fee for service basis) and/or (z) provides services to or on behalf of Health
Plans in the areas of medical management, risk adjustment, medical network
operations or administration; plan design, pricing, utilization or quality
control.

ACCEPTED AND AGREED:

/s/ Jess Parks
--------------------------------
Jess Parks
1/25, 2006