IV. AGREEMENT, engaging a MANAGER of a BUSINESS, years from Engage , [at 66 as manager for a term. PTIES, A., principal, 1; B., manager, 2. 1. THE sd B. shall during the term of the date hereof, if both pties shall so long live, and the sd ment of B. A. shall continue to carry on the business of in India], whether alone, or in ptnship with any other pson or psons, serve the sd A. as manager, or, superintendent," or, "foreman" [at afsd] of the sd business, and shall give his whole time and attention to the sd business, and shall use his best endeavours to improve and extend the same, and shall in all respects diligently and faithfully obey and observe all lawful orders and instructions of the sd A. in relation to the conduct of the sd business, and shall not, without his consent, divulge any secrets or dealings relating thereto. [2. THE sd B. shall when required by the sd A. proceed Manager to proceed to, by, his boat and railway fares, hotel and other abroad. expenses on the journey being paid by the sd A.] accounts, 3. THE sd B. shall, whenever required by the sd A., To keep render to him a full account of all dealings and transactions in the sd business, and shall keep at the place of business at proper books of account, containing entries of all monies received and paid, and all goods bought, or received, or sold, or delivered out, and all parlars relative thereto, and other matters necessary to show the state of the sd business, and shall duly account for all monies and secs belonging to the sd A., which shall come into the hands or power of the sd B., and forthwith pay the same to the sd and pay A., or to the bankers for the time being of the sd A. to his over monies. To be paid a salary. centage on gross returns. Or on net profits. credit, except only such monies as the sd B. shall be authorised by the sd A. to retain for the immediate requiremts of the sd business. 4. THE sd A. shall pay to the sd B. during the continuance of his engagemt and provd he shall duly observe and perform the agreemts herein on his pt contd, the salary of £ per annum, by equal quarterly paymts, on the day of, &c. [on the usual quarter days] in each year, without any deduction whatsoever, except income-tax, the And per- first paymt to be made on the day of next: [AND shall also pay to the sd B. every year such further sum, as shall be equivalent to [10] per cent. on the gross returns of the sd business [at -], without deducting interest upon capital, rent, rates, taxes, repairs, wages, or other outgoings or expenses, but without taking into account bad or doubtful debts, or, "as shall be equivalent to [10] per cent. on the net profits, if any, derived from the sd business," such last-mentd yearly paymts to commence, and be calculated, as from the day of last, and to be payable day of in each year]. And a proportionate pt of the sd salary of £ shall be paid up to the death or termination of the engagemt of the sd B. from the last preceding day of paymt [togr with a sum equivalent to [10] per cent. on the gross returns, or, "net profits," which shall have arisen from the sd business since the then last past]. Annual accounts. on the day of [5. WITH a view to the ascertaining of the amount of such further sum as afsd, the accounts of the sd business shall be made up by, or under the direction of, the sd A. every year on the day of, and also on the day on which the engagemt of the sd B. shall terminate, or as soon after each such day as may be, and a proper balance-sheet thof shall be made out and furnished as soon as may be to the sd B., and shall, on being verified by a statutory declon of the sd A., or of the pson or psons who shall have been employed by him to make up the sd account, be binding and conclusive upon the sd B.] not to [6. NOTHING herein contd shall be construed as in any Agreement sense creating a ptnship between the sd A. and B., or as create a giving to the sd B. any of the rights or rendering him subjt partnership. to any of the liabilities of a ptner (a) except such a right to an account of the gross returns [net profits] of the sd business as shall be necessary for the purpose of ascertaining the amount of any further sum payable to him as afsd, in case such amount shall not be ascertained and verified in mner hinbefore provd.] 7. THE sd B. shall also during the continuance of his Board and lodging. engagemt be provd by the sd A. with a suitable residence at --, or elsewhere, free from rates and taxes, or, "with good and sufficient meat, drink, lodging, washing, and fuel, and shall, if required by the sd A., reside in the house in which the sd business is now, or shall for the time being be carried on, and shall in that case have the use of rooms therein, free from all rent, rates, and taxes in respect thereof." tion by 8. PROVD always, that either of the pties hto may de- Determinatermine the engagemt of the sd B. at any time before the notice. expiration of the sd term of- years, on giving, or sending by post in a registered letter to the other pty, six calendar months' notice in writing, such notice to be given or sent to the sd A. at his usual place of abode or business in England, and such notice to be given or sent to the sd B. at his usual place of abode, or at the counting-house at which the sd business shall then be carried on [in India], and upon the expiration of six calendar months from the date of such notice being given or posted, the sd engagemt shall determine. PROVD also that the sd A. may determine the sd or on payengagemt at any time on paying to the sd B. in lieu of such ment of six notice as afsd, six calendar months' salary in advance [with salary. a further sum in lieu of such percentage as afsd, for such six months, equal to the sum which became payable by way of (a) That this agreement would not create a partnership, see 28 & 29 Vic., c. 86, s. 2, and as to the law before the Act see "Lindley on Partnership." months' Provision or incapacity of manager. percentage for the then last preceding six months, for which accounts shall have been made out as afsd]. 9. IF the sd B. shall at any time wilfully neglect or for default refuse, or from illness or any other cause, become or be unable to perform any of the duties devolving upon him under this engagemt, it shall be lawful for the sd A. to Power to suspend the salary [and further sum by way of percentage] of the sd B. during such neglect, refusal, illness, or inability as afsd. AND further, it shall be lawful for the sd A. in the event of such refusal or neglect of the sd B. or his becoming incapacitated by illness or otherwise, immediately to determine the engagemt of the sd B. without giving any such notice in writing, or making such paymt in advance as is provd for in clause 8. suspend, or determine. Expenses of return journey to be paid. On termi notice, [10. THE sd A. shall pay the boat and railway fares, hotel and other expenses of the journey of the sd B. on his return to England in any of the following events First. If the sd A. shall determine the engagemt of the nation by sd B. by notice psuant to the 8th clause, and the sd B. shall start on his journey to England within three calendar months from the expiration of such notice. or in case of illness, or at end of engageinent. Repayment Second. IF the sd A. shall determine the engagemt of the sd B., psuant to the 9th clause in consequence of the illness of the sd B., and such illness shall not have been occasioned by the fault of the sd B., and the sd B. shall start on his journey to England within three calendar months from such determination of his engagemt, or so soon afterwards as he shall be able to journey with safety. Third. Ir the engagemt of the sd B. shall continue until the expiration of the sd term of years, and he shall always conduct himself properly in the performance of his duties, and shall start on his journey to England within three calendar months from the expiration of the sd term of years.] [11. In case the engagemt of the sd B. shall at any time, of passage within two years from the date of this agreemt, be determined money. by notice given by the sd B. pursuant to the 8th clause, or be determined from any cause other than the illness of the sd B., psuant to the 9th clause, he, the sd B., shall thereupon immediately repay to the sd A. the sum paid by the sd A. psuant to the 2nd clause. SUCH Sum may be recovered by the sd A. as a debt due from the sd B., in an action or otherwise in any Court of competent jurisdiction [in England or India]. PROVD that this clause shall not prejudice or affect any other claim or remedy of the sd A. against the sd B. for breach of contract.] [12. THE sd B. shall, at his own expense, find and pro- Sureties vide two responsible sureties to the amount of £——— each or the guarantee of a responsible company to the amount of £— for his good conduct, and for the due performance by him of this agreemt.] IN WITNESS, &c. V. AGREEMENT between a BANKING COMPANY and a PTIES, The Bank Limited (hinafter called the Bank), 1. A. of &c. (hinafter generally called the Managing Director), 2. 1. THE said A. shall become and be from and after the A. to be day of Managing Director of the business of the managing Bank, at its branch establishment opened or forthwith to be opened in (hinafter called the Branch). director. duties. 2. THE Managing Director shall possess all such powers, Powers and and perform all such duties as shall be necessary usual or convenient to enable him effectually to manage and superintend the business of the Branch, subjt nevertheless to the stipulations hinafter contd and to any such additional or other stipulations and condons as may from |