SUPPLEMENTAL AGREEMENT
SUPPLEMENTAL AGREEMENT made as of July 14, 1995, by
and between THE INTERPUBLIC GROUP OF COMPANIES, INC., a
corporation of the State of Delaware (hereinafter referred to as
the "Corporation"), and XXXXXX X. XXXXX (hereinafter referred to
as "Executive"):
W I T N E S S E T H:
WHEREAS, the Corporation and Executive are parties
to an Employment Agreement made as of January 1, 1983, as amended
by Supplemental Agreements dated as of February 19, 1985,
September 24, 1985, March 1, 1986, January 4, 1988, January 1,
1990, May 15, 1990, March 1, 1991, October 1, 1991, January 1,
1994, January 5, 1994, June 1, 1994 and January 1, 1995
(hereinafter referred to collectively as the "Employment
Agreement"); and
WHEREAS, the Corporation and Executive desire to
amend the Employment Agreement;
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NOW, THEREFORE, in consideration of the mutual
promises herein and in the Employment Agreement set forth, the
parties hereto, intending to be legally bound, agree as follows:
1. Section 3.04 of the Employment Agreement is hereby
deleted in its entirety, effective July 14, 1995, and the
following substituted therefore:
"3.04 If Executive dies while employed by the
Corporation, while receiving payments hereunder, or while
receiving payments in accordance with the provisions of
subdivision (ii) of Section 4.01, any amount payable in
accordance with the provisions of Section 3.03 or Section
4.01 shall be paid in a lump sum to the Executor of his
Will or the Administrator of his Estate."
2. Except as hereinabove amended, the Employment
shall continue in full force and effect.
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3. This Supplemental Agreement shall be governed
by the laws of the State of New York.
THE INTERPUBLIC GROUP OF
COMPANIES, INC.
By: C. XXXX XXXXXXX
C. XXXX XXXXXXX
XXXXXX X. XXXXX
XXXXXX X. XXXXX