**Exhibit 10.24****EMPLOYEE SEVERANCE AGREEMENT**     **THIS EMPLOYEE SEVERANCE AGREEMENT**(“Agreement”) is made and entered into as of this 8th day ofAugust, 2005 (“Effective Date”), between Roadhouse Grill, Inc., a Florida corporation (hereinafterreferred to as the “Company”), and Kok Kay Lee (hereinafter referred to as the “Employee”)     The Employee is Executive Vice President, Franchising and Corporate Secretary of the Company,and the Company desires to provide the Employee with an incentive to remain at the Company ifconcerns arise over a possible change in control.     **NOW, THEREFORE,**in consideration of the premises and other good and valuable consideration,the Company and the Employee agree as follows:1. Effect of Termination; Participation in Compensation Plan. A. If the Employee is terminated without Cause (as defined in Section 2(B)below), or voluntarily terminates his employment for Good Reason (as defined insection 2(C) below), within twelve (12) months after a Change in Control (as definedin section 2(A) below), then: (a) the Company shall be required to continue paying tothe Employee, for a period of twelve (12) months, his current salary ($199,713 perannum, including housing and automobile costs of $45,980 and Company requiredretirement plan contributions of $13,889), payable on the date thatis three (3) business days after the Employee’s termination from the Company, (b) all health benefits in which Employee was entitled to participate atany time during the twelve (12) month period prior to the date of termination shallcontinue to be paid to Employee until the earliest to occur of twelve (12) monthsafter the date of termination, the Employee’s death, or the date on which the Employeebecomes covered by a comparable health benefits plan of a subsequent employer, (c) anyunused vacation that has been earned for all full and partial years of employmentshall be paid to Employee, and (d) all Company stock option grants, restricted stockgrants or other equity grants held by Employee at the date of termination willimmediately vest and such securities, to the extent they are options to purchaseequity of the Company, will remain exercisable for the lesser of the unexpired term ofthe option without regard to the termination of Employee’s employment or two (2) yearsfrom the date of termination of employment (collectively, the “Special TerminationPayments”).  B. The Employee shall be designated as a participant in the Company’s 2005Special Incentive Compensation Plan.
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2. Definitions. A. Change in Control. For purposes of this Agreement, a “Change inControl” shall be deemed to have occurred as of the first day that any one or more ofthe following conditions shall have been satisfied: (1) any “person” (as such term is defined in Sections 13(d)(3)and Section 14(d)(3) of the Exchange Act), other than the Company, anymajority-owned subsidiary of the Company, any compensation plan of theCompany, or any majority-owned subsidiary of the Company, or Berjaya Group(Cayman) Limited or any subsidiary thereof; becomes the “beneficial owner” (assuch term is defined in Rule 13d-3 of the Exchange Act), directly orindirectly, of securities of the Company representing more than 30% of thecombined voting power of the Company; or  (2) if, during the Term (as defined below) of this Agreement, oneor more directors are appointed or elected to the Company’s Board of Directors(“Board”) and any of such new directors are not either: (a) appointed to theBoard by a vote that includes the affirmative vote approving such directornominee of at least 75% of the directors who are serving on the Board as ofthe date of this Agreement, or (b) elected to the Board by a vote (or actionby written consent) of the requisite percentage of shareholders required toelect such nominees for election to the Board under circumstances where theslate of nominees that is elected to the Board is affirmatively proposed forelection to the Board by the affirmative vote of at least 75% of the directorswho are serving on the Board at the date of this Agreement, or  (3) the shareholders of the Company approve (1) a reorganization,merger, or consolidation with respect to which persons who were theshareholders of the Company immediately prior to such reorganization, merger,or consolidation do not immediately thereafter own more than 30% of thecombined voting power entitled to vote generally in the election of thedirectors of the reorganized, merged or consolidated entity; (2) a liquidationor dissolution of the Company; or (3) the sale of all or substantially all ofthe assets of the Company or of a subsidiary of the Company that accounts formore than 66 2/3% of the consolidated revenues of the Company, but notincluding a reorganization, merger or consolidation of the Company.Notwithstanding the foregoing, the term “Change in Control” shall not includeany reorganization or liquidation that occurs under the Bankruptcy Code. B. Termination Without Cause. A termination without Cause shall bedefined as a termination of Employee’s employment with the Company in a
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   situation which is not deemed a termination for Cause. For purposes of thisAgreement, Cause shall be defined to mean (i) Employee’s conduct that wouldconstitute under federal or state law either a felony or a misdemeanor involvingmoral turpitude, or a determination by the Board that Employee has willfullyviolated Company policies or procedures involving discrimination, harassment,alcohol or substance abuse, or work place violence causing material injury to theCompany, (ii) Employee’s actions or omissions that constitute fraud, dishonesty orgross misconduct, (iii) Employee’s knowing and intentional breach of any fiduciaryduty that causes material injury to the Company, or (iv) Employee’s inability toperform his material duties, after reasonable notice and an opportunity to resolvethe issues, due to alcohol or other substance abuse. Notice of any termination forCause shall be given to the Employee in writing and shall set forth in detail allacts or omissions upon which the Company is relying to terminate the Employee forCause. No finding by the Board will prevent the Employee from contesting suchdetermination through appropriate legal proceedings provided that the Employee’ssole remedy shall be to sue for damages, not reinstatement, and damages shall belimited to those that would be paid to the Employee if he had been terminatedwithout Cause. In the event the Company terminates the Employee for Cause, theCompany shall only be obligated to continue to pay in the ordinary and normalcourse of its business to the Employee his accrued but unpaid salary through thetermination date, and the Company shall have no further obligations to Employeefrom and after the date of termination.  C. Good Reason For purposes of this Agreement, “Good Reason” shall meana termination by Employee of his employment with the Company after a Change ofControl, where the Employee’s termination is based upon a material diminution in theEmployee’s role with the Company following the Change in Control or a move of theCompany’s headquarters of more than 25 miles from its current location in PompanoBeach, Florida.3. Confidentiality; Non-Competition. In the event that Employee’s employment isterminated pursuant to Section 1 hereof and Employee timely receives payment of the SpecialTermination Payments, Employee agrees that following the termination of Employment: A. Employee shall, for so long as such information remains non-public, (i) holdin confidence and refrain from disclosing to any other party all information, whetherwritten or oral, tangible or intangible, of a private, secret, proprietary orconfidential nature, of or concerning the Company or any of its subsidiaries oraffiliates and their business and operations, and all files, letters, memoranda,reports, records, computer disks or other computer storage medium, data, models, orany photographic or other tangible materials containing such information(“Confidential Information”), including, but not limited to, any sales, promotional,or
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   marketing plans, programs, techniques, practices or strategies, any expansion plans(including existing and entry into new geographic and/or product markets), and anycustomer lists; (ii) take all precautions necessary to ensure that theConfidential Information shall not be, or be permitted to be, shown, copied, ordisclosed to third parties, without the prior written consent of the Company or anyof its subsidiaries or affiliates; and (iii) observe all security policiesimplemented by the Company or any of its subsidiaries or affiliates with respect tothe Confidential Information. In the event that the Employee is ordered to discloseany Confidential Information, whether in a legal or regulatory proceeding orotherwise, the Employee shall provide the Company or any of its subsidiaries oraffiliates with prompt notice of such request or order so that the Company or anyof its subsidiaries or affiliates may seek to prevent disclosure. In addition tothe foregoing, the Employee shall not, at any time, libel, defame, ridicule, orotherwise disparage the Company.  B. Employee shall not, for a period of twelve (12) months following thetermination of employment, for any reason, (i) disparage the Company or any of itssubsidiaries or affiliates to any supplier or vendor of the Company or any of itssubsidiaries or affiliates; or (ii) request or advise any supplier or vendor of theCompany or any of its subsidiaries or affiliates to withdraw, curtail or cancel anysuch vendor’s business with the Company or any of its subsidiaries or affiliates; and  C. Employee shall not, for a period of twelve (12) months following thetermination of employment, for any reason, employ, or knowingly permit any company orbusiness directly or indirectly controlled by him, to employ, any person who wasemployed by the Company or any of its subsidiaries or affiliates at or within theprior six months**,**or in any manner seek to induce any such person to leave his or heremployment.4. Notices. Notices and all other communications contemplated by this Agreement shallbe in writing and shall be deemed to have been duly given when received at the addressspecified herein. In the case of Employee, notices shall be delivered to him at the homeaddress which he has most recently communicated to the Company in writing. In the case of theCompany, notices shall be delivered to the Company’s corporate headquarters, and all noticesshall be directed to the attention of the Company’s Chief Executive Officer. 5. No Mitigation. Employee shall not be required to mitigate the amount of any paymentor benefit contemplated by this Agreement upon his termination of employment (whether byseeking new employment or in any other manner), nor shall any such payment or benefit bereduced by any earnings or benefits that Employee may receive from any other source. 6. Modification and Waiver. This Agreement shall not be canceled, rescinded or revoked,nor may any provision of this Agreement be modified, waived or
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  discharged unless the cancellation, rescission, revocation, modification, waiver ordischarge is agreed to in writing and signed by Employee and by the President or Chairmanof the Board of the Company. No waiver by either party of any breach of, or of compliancewith, any condition or provision of this Agreement by the other party shall be considered awaiver of any other condition or provision or of the same condition or provision at anothertime.7. Entire Agreement. This Agreement contains the entire understanding of the parties inrespect of its subject matter and supersedes all prior agreements and understandings (oral orwritten) between or among the parties with respect to such subject matter. 8. Headings. The headings of paragraphs and sections are for convenience of referenceand are not part of this Agreement and shall not affect the interpretation of any of itsterms. 9. Construction. This Agreement shall be construed as a whole according to its fairmeaning and not strictly for or against any party. The parties acknowledge that each of themhas reviewed this Agreement and has had the opportunity to have it reviewed by theirrespective attorneys and that any rule of construction to the effect that ambiguities are tobe resolved against the drafting party shall not apply in the interpretation of thisAgreement. 10. Withholding. All payments made to the Employee shall be made net of any applicablewithholding for income taxes and the Employee’s share of FICA, FUTA or other taxes. TheCompany shall withhold such amounts from such payments to the extent required by applicablelaw and remit such amounts to the applicable governmental authorities in accordance withapplicable law. 11. Litigation; Venue. Any action at law or in equity under this Agreement shall bebrought in the courts of Broward County, Florida, and in no other court (whether or notjurisdiction can be established in another court). Each party hereto waives the right to arguethat venue is not appropriate in the courts of Broward County, Florida. 12. Expenses. Company shall reimburse the Employee for all costs and expenses, includinglegal fees, that the Employee incurs in connection with the enforcement of his rights underthis Agreement. 13. Counterparts. This Agreement may be executed in one or more counterparts, each ofwhich shall be deemed to be an original but all of which together will constitute one and thesame instrument. 14. Term of Agreement. The term (“Term”) of this Agreement shall commence on theEffective Date of this Agreement and shall automatically expire (unless otherwise extended bythe mutual agreement of the parties hereto) on the date that is two years after the EffectiveDate of this Agreement.
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     **IN WITNESS WHEREOF**, the parties have executed this Employee Severance Agreement effective onthe day and in the year first above written.       **ROADHOUSE GRILL, INC.**       BY: /s/ Ayman A. Sabi       Ayman Sabi  President and CEO       **EMPLOYEE**  /s/ Kok Kay Lee     Kok Kay Lee
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