Exhibit 10.53
Shells Seafood Restaurants, Inc.
00000 Xxxxx Xxxx Xxxxx Xxxxx 000
Xxxxx, XX 00000
March 20, 0000
Xxxxxx X. Xxxxxx
000 Xxxxxxxx Xxxxxx, Xxxxx 000
Xxxx Xxxx Xxxxx, XX 00000
Dear Xxxxxx,
This confirms our agreement to engage you as a Consultant to assist management
of Shells Seafood Restaurants, Inc. (the "Company") by providing the Company
with strategic advice with respect to the opening of new stores or the
relocation of existing stores, which may include the seeking out of additional
new restaurant sites and negotiating the leases ("Services"). The Company and
you understand that any Services to be provided by you with respect to any
particular store shall be agreed upon in advance and set forth in a writing
signed by you and the Company.
Understanding:
1. The Consultant has no authority to bind the Company on any proposal or
lease.
2. The Consultant will provide a weekly progress report to the CEO.
3. The Consultant will work with the CEO and CFO on all prospective sites
to determine feasibility for each site, both as to location and
financing, as requested. Consultant will take direction from CEO and
CFO.
4. Management, to the extent it determines necessary or worthwhile, will
assist Consultant on "go forward" sites with demographic studies, pro
forma operating statements and balance sheets, financial costs to open,
renderings and so forth.
5. Management, at its sole discretion, can approve any new site and
proposed financing and then management will seek Board approval.
6. Prospective stores and their financing from any source including
realtors shall be coordinated with Consultant during the term of his
agreement, at Management's sole discretion.
7. This agreement is non-exclusive.
Compensation:
1. Consultant shall be paid $5,000 per month in advance beginning as of
March 20, 2003 and the 20th of each month during the term of this
agreement.
2. Consultant shall be reimbursed for all documented out-of-pocket
expenses (not to exceed $400 per month, unless pre-approved by
Company's President), incurred
while providing his Services. Expenses must be reasonable and related
to Consultant's assigned functions.
3. Any new store or relocation store approved by the Board and opened or
relocated during Consultant's Services term and in connection with
which Consultant provided Services pursuant to this agreement shall
entitle Consultant to a $50,000 consulting fee when such store is
opened or relocated, as the case may be; and such $50,000 consulting
fee shall be considered earned and payable upon the opening of the new
or relocated restaurant with respect to which such Services were
provided.
4. This agreement can be terminated at any time with thirty (30) days
prior written notice by either party. If Consultant is terminated,
Consultant is entitled to the $50,000 fee, if the Company thereafter
opens a new or relocation store and the Consultant had provided
Services with respect to such store pursuant to this agreement during
his Services term and such Services and store were described in a
writing signed by the Consultant and the Company in accordance with the
first paragraph of this agreement.
5. This Agreement expires on December 31, 2003 unless terminated earlier
per paragraph 4 above.
6. Consultant acknowledges that the Company will not be withholding taxes
related to fees or commissions received. Such tax liability is the
responsibility of the Consultant.
Sincerely,
\s\ Xxxxx X.Head
Xxxxx X. Head Accepted: \s\ Xxxxxx X.Xxxxxx 3/20/03
President and CEO Xxxxxx X. Xxxxxx Date
