{"id":39289,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/employment-agreement-interpublic-group-of-companies-inc-and.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"employment-agreement-interpublic-group-of-companies-inc-and","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/employment-agreement-interpublic-group-of-companies-inc-and.html","title":{"rendered":"Employment Agreement &#8211; Interpublic Group of Companies Inc. and Richard A. Goldstein"},"content":{"rendered":"<pre>\nAs of June 1, 2001\n\nMr. Richard A. Goldstein\nChairman and Chief Executive Officer\nInternational Flavors &amp; Fragrances, Inc.\n521 West 57th Street\nNew York, New York 10019\n\nDear Mr. Goldstein:\n\nThis letter sets forth the terms and conditions under which The\nInterpublic Group of Companies, Inc., agrees to pay you Deferred \nCompensation with respect to such period of time beginning on June 1, \n2001 and ending on the date of your retirement. Interpublic is \nsometimes referred to in this letter as the \"COMPANY\".\n\n1. DEFINITION OF YEAR. For purposes of this letter, each period of time\nbeginning on June 1st of any year, and ending on May 31st, of the \nfollowing year, shall be referred to as a \"YEAR\".\n\n2. DEFERRED COMPENSATION. With respect to any compensation which may be\npayable to you from time to time, as a member of The Board of Directors \nof Interpublic (\"Board\") or any committee thereof, the Company will \ncompensate you by payment, at the times and in the manner specified in \nthis letter, of a sum equal to the aggregate amount of such \ncompensation (\"DEFERRED COMPENSATION\") computed at the rate of (see \nschedule attached) per annum for each full year and a proportionate \namount for any partial year.\n\n3. VESTING. Your right to receive accrued Deferred Compensation shall \nvest on the earliest to occur of the following:\n\na. If you retire from the Board on the date of such retirement; or\n\n\n\nb. In the event of your death or permanent disability (as defined in \nthe Long Term Disability Plan of the Company) on the date of your \ndeath or the date on which you become permanently disabled.\n\n      4. INTEREST. Credits equivalent to interest will be earned on any Deferred\nCompensation ultimately payable to you in accordance with the terms and\nconditions of the Plan for Credits Equivalent to Interest on Balances of\nDeferred Compensation Owing under Employment Agreements (the \"PLAN\"), adopted\neffective January 1, 1974 by The Interpublic Group of Companies, Inc. A copy of\nthe Plan is attached to this letter. You acknowledge that the Company has the\nright to discontinue further credits equivalent to interest in accordance with\nthe terms and conditions of the Plan.\n\n      5. PAYMENT OF VESTED DEFERRED COMPENSATION. Vested Deferred Compensation\nwill be paid to you in a single lump-sum amount, with interest accrued through\nthe date of the lump-sum payment, upon your retirement and with the consent of\nthe Company.\n\n      6. DEATH OR PERMANENT DISABILITY. If you die while still a member of the\nBoard, any amount vested in accordance with the provisions hereof, shall be paid\nto the Executor of your Will or the Administrator of your Estate. If you become\npermanently disabled (as defined in the Long Term Disability Plan of the\nCompany) while still a member of the Board, any amount vested in accordance with\nthe provisions hereof, shall be paid to you in the month following the month in\nwhich you become permanently disabled.\n\n      7. SUPPLEMENTARY NATURE OF THIS LETTER. Nothing in this letter shall\nobligate you to remain as a member of the Board or obligate the Company to\nmaintain you as a member of the Board.\n\n      8. TAXES. There shall be deduced from all amounts paid under this\nAgreement any taxes that the Company reasonably determines are requested to be\nwithheld by any government or government agency. You or your representative\nshall bear any and all taxes imposed on amounts paid under this Agreement\nirrespective of whether withholding is requires.\n\n      9. GOVERNING LAW. This agreement shall be governed by and construed in\naccordance with the laws of the State of New York.\n\n      Will you please indicate your agreement to the foregoing by signing the\nenclosed copy of this letter.\n\n                                      Very truly yours,\n\n                                      THE INTERPUBLIC GROUP OF\n\n                                      COMPANIES, INC.\n\n\n                                      By:_______________________________________\n\n                                         Name:  Kent Kroeber\n\n                                         Title: Senior Vice President\n                                                - Human Resources\n\nAGREED:\n\n\n___________________________\nRichard Goldstein\n\n\n\n                   PLAN FOR CREDITS EQUIVALENT TO INTEREST ON\n                        BALANCES OF DEFERRED COMPENSATION\n                        OWING UNDER EMPLOYMENT AGREEMENTS\n\nEFFECTIVE DATE:                    January 1, 1974.\n\nBALANCES COVERED:                  All deferred compensation, under Employment\n                                   Agreements to which the Corporation is a\n                                   party, owing (even though not yet payable and\n                                   even though subject to conditions) on January\n                                   1, 1974 or thereafter to persons who on\n                                   January 1, 1974 or thereafter are in the\n                                   employ of the Corporation or its\n                                   subsidiaries, including balances owing to\n                                   persons who cease to be employees after that\n                                   date; subject to the right of the Corporation\n                                   to discontinue further credits of sums\n                                   equivalent to interest effective at the\n                                   beginning of any calendar year on prior\n                                   notice to the employees or former employees\n                                   affected.\n\nDATE ON WHICH SUMS                 Last day of each calendar quarter (hereafter\nEQUIVALENT TO INTEREST             referred to as a \"Crediting Date\"), but in\nARE CREDITED:                      the year in which the final balance is paid\n                                   equivalents are also creditable on the date\n                                   of the last payment and shall be included in\n                                   the amounts so disbursed on that date.\n\nRATES:                             The prevailing rate payable on 5-year\n                                   treasury notes plus 1%, such rate to be\n                                   determined conclusively by the Chief\n                                   Financial Officer of the Corporation and set\n                                   forth by him in a certificate filed with the\n                                   Secretary of the Corporation; provided,\n                                   however, that the rate credited under this\n                                   plan shall not be less than 7.25% for the\n\n\n                                   calendar year 2001.\n\nCOMPUTATION AND COM-               On-each Crediting Date, credits equivalent to\nPOUNDING PROCEDURES :              interest for the relevant period are to be\n                                   computed on the average balance of deferred\n                                   compensation owing by the Corporation under\n                                   each Employment Agreement including sums\n                                   equivalent to interest credited on prior\n                                   Crediting Dates, such average balance to be\n                                   computed pursuant to such method or methods\n                                   as shall be determined conclusively by the\n                                   Chief Financial Officer of the Corporation.\n\nTERMS OF PAYMENT                   Credits equivalent to interest shall be paid\nTO EMPLOYEES AND                   out at the same times, in the same manner,\nFORMER EMPLOYEES:                  and on the same terms and conditions as other\n                                   items of deferred compensation accrued\n                                   pursuant to each Employment Agreement.\n\nAs amended through 10\/00\n\n                                 DIRECTORS FEES\n\n    \nAnnual Retainer                               $24,000\n\nCommittee Chairpersons:\n\n          - Audit                               3,500\/A\n\n          - Compensation                        3,500\/A\n\n          - Nominating                          3,000\/A\n\nCommittee Members                               2,000\/A\n\nBoard Meeting Attendance Fee                    1,000\n\nOther Meeting Attendance Fee                    1,000\n\nSecond Meeting - Same Day                       1,000\n\n\n3,000 shares of restricted stock (five year vesting period) on the first Friday\nin June of the year in which he or she becomes a Director, then 3,000 shares\nevery five years.\n\n2,000 stock options on the first Friday of every June.\n\n\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[7901],"corporate_contracts_industries":[9503],"corporate_contracts_types":[9539,9544],"class_list":["post-39289","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-interpublic-group-of-cos-inc","corporate_contracts_industries-services__advertising","corporate_contracts_types-compensation","corporate_contracts_types-compensation__employment"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/39289","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=39289"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=39289"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=39289"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=39289"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}