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EXTENSION AND AMENDMENT
NO. 1
TO
EMPLOYMENT AGREEMENT
This EXTENSION AND AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT is made
as of May 18, 2005.
Whereas , there exists that certain Employment Agreement
between Interpool, Inc. ("the Company") and James F. Walsh,
Executive Vice President and Chief Financial Officer of the
Company, dated as of July 1, 2004 (the "Employment Agreement"),
and
Whereas , the Compensation Committee of the Company has, by
unanimous written consent in lieu of formal meeting dated May 16,
2005, approved the extension of the term of the Employment
Agreement and the amended terms as set forth below.
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1.
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Paragraph 3 Term of Agreement. The term of the
Employment Agreement shall be renewed for a period of one year from
the current expiration date. The new Term shall expire on November
16, 2006 subject to the additional terms and conditions of
expiration and renewal as set forth in the Employment
Agreement.
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2.
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Paragraph 6(a) Base Salary. During t
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