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Equity Incentive Plan Agreement > THE INTERPUBLIC GROUP OF COMPANIES , I NC . 2009 P ERFORMANCE INCENTIVE PLAN COMBINED RESTRICTED STOCK UNIT AND PERFORMANCE CASH AWARD AGREEMENT
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Exhibit 10(iii)(A)(7)
T
HE
I
NTERPUBLIC
G
ROUP
OF
C
OMPANIES
, I
NC
. 2009 P
ERFORMANCE
I
NCENTIVE
P
LAN
C
OMBINED
R
ESTRICTED
S
TOCK
U
NIT
A
ND
P
ERFORMANCE
C
ASH
A
WARD
A
GREEMENT
THE INTERPUBLIC GROUP OF
COMPANIES, INC., a
Delaware corporation (the “Company”), hereby grants to
the Participant named below Restricted Stock Units
(“RSUs”), payable in cash and/or shares, based on the
value of the corresponding number of shares of the Company’s
common stock (the “Shares”) and a Performance Cash
Award to be settled in cash and/or Shares (collectively, the
“Combined Award”). The terms and conditions of the
Combined Award are set forth in this Award Agreement (the
“Agreement”) and in The Interpublic Group of Companies,
Inc. 2009 Performance Incentive Plan (the “Plan”),
which is attached hereto as Exhibit A.
R
ESTRICTED
S
TOCK
U
NIT
A
WARD
A
GREEMENT
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Date of Award
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Participant’s
Name
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Number of RSUs
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Vesting of
RSUs
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[Vesting
criteria to be inserted, which may include vesting upon
satisfaction of performance criteria determined by the Committee.
Except as set forth in the Plan, vesting shall not occur during the
first year following the Date of Grant.]
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Payment Date
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Subject to the
vesting conditions set forth herein and the terms of the Plan, the
payment date shall occur during the calendar year prescribed by
Section 6(f) of the Plan, no later than March 15th of such calendar
year.
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P
ERFORMANCE
C
ASH
A
WARD
A
GREEMENT
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Date of Award
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< >
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Participant’s
Name < >
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Target Amount to be Paid Upon Vesting
Refer to Award Letter from
Interpublic.
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Performance Period
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through
.
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Vesting
Date
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Subject to the terms of the Plan and the
paragraph below, the scheduled vesting date is the
anniversary of the date of this Performance Cash Award, as set
forth above, or such later date as specified in the following
paragraph.
Notwithstanding any other provision
of this Agreement, if the audit of the Company’s consolidated
financial statements for the years included in the Performance
Period (the “Audited Financials”) has not been
completed more than fifteen (15) days before the vesting date set
forth above, the vesting date shall be delayed until the earlier of
(i) the thirtieth (30th) day after the completion of the
Audited Financials for the years included in the Performance Period
or (ii) the date the Actual Payment (as defined below) is
made. Except as otherwise provided in the Plan, any portion of this
Performance Cash Award that is not vested on the date the
Participant ceases to be an employee of the Company and its
Affiliates shall be forfeited.
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Actual Payment
Amount
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The
“Actual Payment” (to the extent vested) shall be
between 0 and 2 times the “Target Amount to be Paid Upon
Vesting,” as determined by the Committee based on the
achievement of the Performance Criteria described in the in the
Award Letter from Interpublic. [Form of Actual Payment Amount may
be made in cash, Shar
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