CONSULTANT
AGREEMENT
This Consultant Agreement
(“Agreement”) is made by and between
LUBY’S, INC. , a Delaware corporation, and
its subsidiaries, with an address at 13111 Northwest Freeway, Suite
600, Houston, Texas 77040 (collectively, the “Company”)
and ERNEST PEKMEZARIS (the
“Consultant”), and is effective beginning on the
Separation Date as set forth below.
This Agreement represents the agreement mutually
reached in connection with the matters outlined herein. Therefore,
for and in good consideration of the mutual covenants and promises
contained herein, and for other good and valuable consideration,
the receipt and sufficiency of which is hereby acknowledged by the
parties, both the Company and the Consultant hereby agree as
follows:
1. Resignation of
Employment from the Company. The Consultant hereby submits and the Company
hereby accepts the Consultant’s voluntary resignation as
Senior Vice President and Chief Financial Officer and as an
officer, agent, and employee of the Company effective April 20,
2007 (the “Separation Date”). Accordingly, effective as
of the Separation Date the Consultant’s employment with the
Company will be permanently and irrevocably terminated. The
Consultant’s participation in any benefit plans will end in
accordance with the terms of such plans. The Consultant will be
paid all wages or compensation actually owed as of the Separation
Date, and the Company will pay the Consultant for any reasonable
unreimbursed business expenses, which remain outstanding as of the
Separation Date. Unless Consultant is terminated for Cause (as
defined below), all unvested stock option and restricted stock
grants previously made shall continue to vest during the term of
this agreement; and in the event of termination of this agreement,
any unvested stock options or restricted stock grants shall vest
immediately and/or become unrestricted.
2. Consulting
Relationship. For
the period beginning on the Separation Date and ending April 20,
2009, unless otherwise terminated pursuant to the terms of this
Agreement (the “Consulting Period”) the
Consultant’s relationship with the Company will be solely
that of an independent contractor and not as an employee of the
Company (the “Consulting Relationship”) for the
consideration provided for in this Agreement and upon the following
terms and conditions:
(a) Consulting Services.
During the Consulting Period, the
Consultant agrees to furnish to the Company advisory and consulting
services related to Finance and Accounting matters and other
related consulting services as based upon the direction of the
Chief Executive Officer and the Chairman of the Board of Directors
of the Company (the “Consulting Services”). The
Consultant will perform all Consulting Services in a timely, good,
and professional manner. The Consultant agrees to provide the
Company with Consulting Services requested by the Company from time
to time in an amount not more than 60 hours of actual services per
month (the “Maximum Requirement”). Provided the
Consultant does not violate the provisions of this Agreement, the
Consultant may hold employment and/or provide other consulting
services to persons or parties other than the Company. Both the
Company and the Consultant acknowledge and agree that at all times
subsequent to the Separation Date that the relationship between the
parties shall be solely that of an independent contractor and
nothing in this Agreement or otherwise shall constitute the
Consultant as an employee, agent, or officer of the
Company.
(b) Consulting Fees.
The Company will pay the Consultant
a gross consulting fee of $12,500 each month (the “Consulting
Fee”) during the Consulti
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