Exhibit 10(iii)(A)(3)
September 3, 2008
M EMORANDUM
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To:
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Richard A.
Goldstein
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From:
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Nicholas J.
Camera
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Re:
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Deferred
Compensation Arrangement
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This memorandum relates to your
deferred compensation arrangement with The Interpublic Group of
Companies, Inc. (“Interpublic”), the terms of which
were originally set forth in a letter to you dated as of
June 1, 2001.
In order to ensure compliance with
new deferred compensation rules under Section 409A of the
Internal Revenue Code of 1986, as amended (the “Code”),
we have agreed to amend and restate the terms of your deferred
compensation arrangement. This letter sets forth the amended and
restated terms of your deferred compensation arrangement, effective
immediately.
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1.
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Deferred
Compensation Account . As
of December 31, 2008, your deferred compensation account
balance will be $518,146.77. In accordance with your previous
agreement with Interpublic, no credits will be added to your
deferred compensation account for services performed after
December 31, 2006. However, credits equivalent to interest
will continue to be added to the extent required by paragraph 2,
below.
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2.
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Interest . Credits equivalent to interest will be added
to your deferred compensation account in accordance with the terms
and conditions of the Plan for Credits Equivalent to Interest on
Balances of Deferred Compensation Owing under Employment Agreements
(the “Plan”), adopted effectively January 1, 1974
b
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