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Exhibit
10.26
PERFORMANCE UNIT
AGREEMENT
This AGREEMENT made as of August 16, 2005, by
and between Mexican Restaurants, Inc. (the "Corporation"), and
Curt Glowacki (the
"Recipient") .
WHEREAS, the Compensation Committee (the
“Committee”) of the Board of Directors of the
Corporation has awarded Performance Units to the Recipient, the
terms of which are set forth in this Agreement, in consideration of
Recipient’s continued service to the Corporation.
NOW, THEREFORE, the Corporation and the
Recipient hereby agree as follows:
1.
Grant of Award
. The Recipient is hereby granted as
of August 16, 2005, subject to shareholder approval (the "Grant
Date") a Performance Unit Award (the "Award"), subject to the terms
and conditions hereinafter set forth, with respect to Sixty
Thousand (60,000) performance units ("Units”). This award is
subject to the approval by the shareholders of the Mexican
Restaurants, Inc. 2005 Long Term Incentive Plan. The Units covered
by the Award shall vest, if at all, in accordance with Section 2.
On the date the Award vests (if at all), Recipient will receive,
net of applicable withholding for federal and state income and
applicable employment taxes, a cash payment representing the
product of (i) the number of Units vested and (ii) the average of
the high and low price of the Common Stock, $1.00 par value per
share (the “Fair Market Value Per Share”), of the
Corporation on the last business day immediately preceding the
Business Combination.
(a) The Award will vest, if a
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