Sample Business Contracts

Executive Special Benefit Agreement - Interpublic Group of Companies Inc. and Eugene P. Beard

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                  AGREEMENT  made  as of  March  13,  2000  by and  between  THE
INTERPUBLIC  GROUP OF COMPANIES,  INC., a  corporation  of the State of Delaware
(hereinafter  referred  to as  "Interpublic")  and EUGENE P. BEARD  (hereinafter
referred to as "Executive").

                              W I T N E S S E T H:
                              - - - - - - - - - -

                  WHEREAS,  Executive is in the employ of Interpublic and/or one
or more of its subsidiaries  (Interpublic and its subsidiaries being hereinafter
referred to collectively as the "Corporation"); and

                  WHEREAS,  Interpublic  and  Executive  desire to enter into an
Executive  Special  Benefit  Agreement  which  shall  be  supplementary  to  any
employment  agreement or arrangement which Executive now or hereinafter may have
with  respect  to   Executive's   employment  by   Interpublic  or  any  of  its

                  NOW, THEREFORE, in consideration of the mutual promises herein
set forth, the parties hereto, intending to be legally bound, agree as follows:

                                    ARTICLE I

                      Death and Special Retirement Benefits

                  1.01  The  Corporation   shall  provide   Executive  with  the
following benefits contingent upon Executive's compliance with all the terms and
conditions of this Agreement.

                  1.02 If,  during a period  of  employment  by the  Corporation
which is continuous from the date of this  Agreement,  Executive shall die while
in the employ of the Corporation,  the Corporation shall pay to such beneficiary
or beneficiaries as Executive shall have designated pursuant to Section 1.04 (or
in the absence of such designation, shall pay to the Executor of the Will or the
Administrator  of the  Estate of  Executive)  survivor  income  payments  of Six
Hundred Thousand  Dollars  ($600,000) per annum for fifteen (15) years following
Executive's  death,  such  payments  to be made on  January  15th of each of the
fifteen (15) years beginning with the year following the year in which Executive

                  1.03  Upon  Executive's  retirement  from  the  employ  of the
Corporation the Corporation shall pay to Executive special  retirement  benefits
at the rate of Six hundred  Thousand  Dollars  ($600,000)  per annum for fifteen
(15) years  following  Executive's  last day of employment,  such payments to be
made on  January  15th of each of the  fifteen  (15)  years  beginning  with the
calendar year following the year in which Executive retires.

                  1.04 For purposes of Sections 1.02 and 1.03,  Executive may at
any time  designate  a  beneficiary  or  beneficiaries  by filing with the chief
personnel officer of Interpublic a Beneficiary Designation Form provided by such
officer.  Executive  may at any time,  by filing a new  Beneficiary  Designation
Form, revoke or change any prior designation of beneficiary.

                                   ARTICLE II


                  2.01 This  Agreement  shall be  binding  upon and inure to the
benefit of the successors and assigns of Interpublic. Neither this Agreement nor
any rights hereunder shall be subject in any matter to anticipation, alienation,
sale, transfer,  assignment, pledge, encumbrance or charge by Executive, and any
such  attempted  action by Executive  shall be void.  This  Agreement may not be
changed orally,  nor may this Agreement be amended to increase the amount of any
benefits  that are  payable  pursuant to this  Agreement  or to  accelerate  the
payment of any such benefits.

                                   ARTICLE III

                        Contractual Nature of Obligation

                  3.01 The liabilities of the Corporation to Executive  pursuant
to this  Agreement  shall  be those of a  debtor  pursuant  to such  contractual
obligations as are created by the Agreement.  Executive's rights with respect to
any benefit to which  Executive has become  entitled under this  Agreement,  but
which  Executive has not yet  received,  shall be solely the rights of a general
unsecured creditor of the Corporation.

                                   ARTICLE IV

                               General Provisions

                  4.01  It is  understood  that  none  of the  payments  made in
accordance  with this Agreement  shall be considered for purposes of determining
benefits under the Interpublic  Pension Plan, nor shall such sums be entitled to
credits equivalent to interest under the Plan for Credits Equivalent to Interest
on Balances of Deferred  Compensation  Owing under Employment  Agreement adopted
effective as of January 1, 1974 by Interpublic.

                  4.02 This  Agreement  shall be  governed by and  construed  in
accordance with the Employee Retirement Income Security Act of 1974, as amended,
and to the extent not preempted thereby, the laws of the State of New York.

                                            THE INTERPUBLIC GROUP OF
                                            COMPANIES, INC.

                                            By:     /s/ C. Kent Kroeber
                                                     C. Kent Kroeber

                                                   /s/ Eugene P. Beard
                                                     Eugene P. Beard