Heaphy v. Eidlitz, 197 App. Div. 455, 189 N. Y. Supp. 431. Agreement made............between...........hereinafter designated as the Employer, and ............, hereinafter designated as the Manager, Witnesseth.

1. The Manager hereby agrees that for the term of......

......years from the above date he will well and faithfully serve the Employer as general superintendent and perform such other duties pertaining to their business of...........

as the Employer may direct.

2. During the life of this agreement the Manager will devote his entire time and energy to the furtherance of the interests of the Employer, under his direction, and will not act in an advisory or other capacity for any individual, firm or corporation other than the Employer in matters pertaining to the business of..........., or in the (describe duties of Manager), without first having obtained the consent of the Employer.

3. In consideration of the faithful performance of the above, the Employer agrees to pay to the Manager the sum of $.....

..... for the year commencing............. and ending

............, and for the succeeding......... (..) years, a compensation equivalent to the sum of $........each year and in addition thereto.........(%) per cent of the net profits of the business of the said Employer to be determined as hereinafter provided, said yearly sum of $.......... to be paid in monthly payments on the first day of every month.

4. The net profits of the business for the period above mentioned shall be determined by deducting from the earnings of the Employer all expenses of any and every nature, and also the salaries to be paid to the said Manager.

5. The earnings of the said Employer in which the said Manager shall share shall be such amounts as shall have been earned and paid during the year preceding for work actually performed on............. (describe Employer's business) and against or upon which no claim has been made.

6. In case the Manager shall be unable to fulfill his part of this contract, through illness or otherwise, the decision as to whether he is to be remunerated and the amount thereof is to be entirely within the uncontrolled discretion of the Employer.

7. In the event of the death of the Manager during the existence of this agreement, then this agreement shall immediately terminate, and an accounting of the amount due up to the date of such death shall be made to the Manager's personal representatives in the same manner as if the said date of death were the termination of the yearly period herein provided for.