Exhibit 99.1
CONSULTING
AGREEMENT
This Consulting Agreement is entered
into this 19th day of October, 2005, by and between AAR CORP.
(“Company”), a Delaware corporation, and Ira A.
Eichner, (“Consultant”).
WHEREAS, Consultant recently retired as Chairman
of the Board, having founded the Company and served as its Chairman
and Chief Executive Officer for over 40 years, and presently serves
as Founder and Chairman of the Board Emeritus of the Company, an
honorary position; and.
WHEREAS, Consultant and the Company mutually
desire Consultant to provide consulting services to senior
management of the Company on operational and strategic planning
issues and other projects.
NOW, THEREFORE, the parties agree as
follows:
1.
Company hereby retains Consultant to provide consulting services to
Company in connection with operational and strategic issues and
other projects relating to AAR’s business activities as may
be requested from time to time, at times convenient to Consultant,
by Company’s Chief Executive Officer, or his designee,
subject to the terms and conditions below.
2.
This Agreement will commence as of October 19, 2005 and
continue thereafter for a term of five years, subject to earlier
termination in event of Consultant’s death, and shall be
governed by the laws of the State of Illinois. This Agreement
supercedes and replaces that certain consulting agreement between
the parties dated June 1, 1999, as amended on June 1,
2003, and such agreement is hereby terminated effective
concurrently with this Agreement becoming effective, it being
agreed that neither party thereto shall have any further rights or
obligations thereunder.
3.a.
AAR will pay Consultant a quarterly retainer in the amount of
Thirty-Seven Thousand Five-Hundred dollars ($37,500) during the
term hereof, irrespective of whe