Kaplan Stahler Agency v. Gumer CA2/2

BACKGROUND

KSA is a talent agency specializing in representing writers for television and other media. Its sole principals are Mitchell Kaplan (Kaplan) and Eliot Stahler (Stahler). Gumer is an attorney and the former Director of Business Affairs at Columbia Pictures Television. He was employed by KSA as a subagent in 1995. During the early years of Gumer’s employment at KSA, there was no written agreement between the parties. The 1997 agreement In April 1997, Gumer, Kaplan, and Stahler entered into a written agreement drafted by Gumer (the 1997 Agreement) covering Gumer’s compensation during the three-year period commencing on April 16, 1997 and ending on April 15, 2000. The 1997 Agreement provided in pertinent part that Gumer would receive a base salary each year, as well as an annual bonus based on a percentage of revenues received by KSA from client deals booked by Gumer, minus Gumer’s base salary and any pension contributions made by KSA on Gumer’s behalf. The 1997 Agreement further provided that if in any year Gumer’s base salary and pension contribution exceeded the amount of his bonus, Gumer’s base salary for the following year would be reduced by the amount of the…