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EXHIBIT 10(s)
TERMINATION AGREEMENT
This TERMINATION AGREEMENT dated as of November 20, 1995 ("Agreement")
is entered into by and between Family Restaurants, Inc., a Delaware corporation
(the "Company") and Xxxxxxx Xxxxx & Associates, L.P. ("Green"), formerly
Xxxxxxx Xxxxx & Partners, L.P., with respect to that certain Management
Services Agreement dated as of January 27, 1994 (the "Management Services
Agreement").
WHEREAS, pursuant to the Management Services Agreement, Green was
retained by the Company to provide certain management financial services to the
Company and its subsidiaries; and
WHEREAS, the Company no longer wishes to retain Green for such
services and Green desires not to continue to provide such services.
NOW, the parties hereby agree as follows:
(i) that the Management Services Agreement be, and it hereby is,
terminated as of the date hereof; provided, however, as stated in the last
paragraph of Section 3 of the Management Services Agreement, the Company's
indemnification obligations set forth in Section 5 of the Management Services
Agreement shall survive the termination;
(ii) that earned and unpaid fees owed to Green of $375,000 for
services rendered prior to date of this Agreement shall be paid to Green at
such time as Apollo Advisors, L.P. ("Apollo") is paid the fees owed to Apollo
for its management and financial services rendered to this date pursuant to
that certain Management Services Agreement dated January 27, 1994 between the
Company and Apollo.
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed by their duly authorized officers or representatives on the date first
appearing above.
FAMILY RESTAURANTS, INC.
By: _____________________________________
Xxxxxx X. Xxxxxxx, Xx.
Senior Vice President and Chief Financial Officer
XXXXXXX XXXXX & ASSOCIATES, L.P.
By: _____________________________________
Xxxxxxxx X. Xxxxxxxx
Partner
