Exhibit 10(iii)(A)(2)
T
HE
I
NTERPUBLIC
G
ROUP
OF
C
OMPANIES
, I
NC
. 2009 P
ERFORMANCE
I
NCENTIVE
P
LAN
R
ESTRICTED
S
TOCK
A
WARD
A
GREEMENT
THE INTERPUBLIC GROUP OF
COMPANIES, INC., a
Delaware corporation (the “Company”), hereby grants to
the Participant named below this award (the “Award”) of
shares of the Company’s common stock (the
“Shares”), which are restricted. The terms and
conditions of the 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
A
WARD
A
GREEMENT
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Date of Award
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Participant’s
Name
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Number of Shares
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Restrictions
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Subject to the
terms and conditions of this Agreement and the Plan, including the
restrictions set forth in Section 6(d) of the Plan, the Participant
shall be the owner of record of the Shares granted under this Award
and shall have all rights of a shareholder of the
Company.
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Lapse of Restrictions
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[Lapse
provisions to be inserted, which may include the lapse of
restrictions upon satisfaction of performance criteria determined
by the Committee. Except as set forth in the Plan, the restrictions
shall not lapse during the first year following the Date of
Grant].
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The terms of the Plan are
incorporated herein by reference. All capitalized terms that are
not defined in this Agreement have the meanings set forth in the
Plan. In case of any conflict between this Agreement and the Plan,
the terms of the Plan shall control.
Please review the rest of this
Agreement and the Plan document, and execute the Agreement where
indicated below.
T HE I NTERPUBLIC G ROUP OF C OMPANIES , I NC .