EXHIBIT 10.1
CONSULTING AGREEMENT
This Consulting Agreement
(“Agreement”) dated as of January 31, 2008 and
effective as of January 1, 2008, by and between Spanish
Broadcasting System, Inc. , a Delaware corporation
(“SBS”), and Jason L. Shrinsky
(“Consultant”).
WITNESSETH:
WHEREAS, SBS wishes to avail itself
of Consultant’s knowledge, expertise and experience by hiring
Consultant as consultant;
WHEREAS, Consultant wishes to become
a consultant to SBS and SBS is desirous of availing itself of the
Consultant’s services; and
WHEREAS, SBS and Consultant wish to
enter into this Agreement upon the terms and conditions set forth
herein.
NOW, THEREFORE, in consideration of
the foregoing recitals and the mutual promises hereinafter set
forth, SBS and Consultant, intending to be legally bound, do hereby
agree as follows:
1. Engagement. Subject
to the terms and conditions of this Agreement, SBS hereby engages
Consultant for the Term (as hereinafter defined) as a consultant to
perform the services set forth herein. In consideration of the
compensation to be paid to Consultant as herein specified,
Consultant accepts such engagement and agrees to perform the
services specified herein.
2. Term. The engagement
hereunder shall be for a term commencing on February 1, 2008
the date hereof and expiring on December 31, 2008 (the “
Term ”). The Term may be renewable at SBS’s
option on or before December 31 st of each
succeeding year.
3. Services to be
Performed . Consultant agrees to devote reasonable time and
efforts in (plus reasonable travel time and conferences) during
each month of the Term to the performance of his services
contemplated hereunder. Consultant shall devote such time and
attention as required by Raul Alarcon, Jr., SBS’s
President/CEO, to the business affairs of SBS and shall maintain
communications with SBS on a daily basis. Moreover, Consultant
shall render such services to the best of his ability, and use his
best efforts to promote the interests of SBS on a daily basis. SBS
shall provide Consultant with office space and administrative
services in SBS’s corporate office, currently located in
Coconut Grove, Florida.
4. Consulting Fee. In
consideration of the premises and Consultant’s agreement to
enter into this Agreement and to perform consulting and advisory
services more particularly described hereinafter, SBS hereby agrees
to pay Consultant annually the sum of Two Hundred and Seventy Five
Thousand Dollars ($275,000.00) payable in equal monthly
installments due on
or
before the tenth business day of each month beginning via wire
transfer to the following account:
Jason and
Ronnie Shrinsky
Bank —
Routing #
Checking Account #
Branch Supervisor —
5. Expenses . SBS shall
pay or reimburse Consultant for all ordinary and necessary
out-of-pocket, travel and business expenses incurred by Consultant
during the Term in the performance of Consultant’s services
under this Agreement, provided that Consultant receives
prior consent and thereafter shall submit such expenses in
accordance with the applicable SBS policies.
6. Independent
Consultant. This Agreement shall not render Consultant an
employee, partner, agent of, or joint venturer with SBS for any
purpose. Consultant is and will remain an independent contractor in
his relationship to SBS. SBS shall not be responsible for
withholding taxes with respect to the Consultant’s
compensation hereunder. Consultant shall have no claim against SBS
hereunder or otherwise for vacation pay, sick leave, retirement
benefits, social security, worker’s compensation, health or
disability benefits, unemployment insurance benefits, or employee
benefits or insurance of any kind. Consultant is not authorized to
act for, bind, or
