Sample Business Contracts


Employment Agreement - Interpublic Group of Companies Inc. and James R. Heekin

Employment Forms

  • Employers can customize an employment agreement that states the salary, benefits, working hours and other important provisions for their new or existing employee.
  • Answer simple questions to build a contract with a consultant. Specify the services rendered, when payment is due, as well as IP rights.
  • Employers who compensate their sales employees based on commissions can prepare an agreement to reduce misunderstandings by specifying the base salary and how commissions are calculated.
  • Companies may offer their business executives a contract that is different from the one provided to their regular employees. Executive employment agreements may be more complex because the compensation structure may include a combination of salary and commissions, provide for bonuses based on sales, stock or other financial targets, and include non-compete, confidentiality and severance provisions.
  • Independent sales representatives offer companies the potential to increase the sale of products or services without the burden of increasing headcount. Both parties should understand how commissions are calculated, when commissions will be paid, as well as how the representative will treat confidential information from the company and whether the representative may also sell a competing line of products or services.
  • More Employment Agreements

                              EMPLOYMENT AGREEMENT
                              --------------------

          AGREEMENT  made as of January 1, 1998 by and between  THE  INTERPUBLIC
GROUP  OF  COMPANIES,   INC.,  a  Delaware  corporation  ("Interpublic"  or  the
"Corporation"), and JAMES R. HEEKIN ("Executive").

          In  consideration  of the mutual promises set forth herein the parties
hereto agree as follows:

                                   ARTICLE I
                                   ---------

                               TERM OF EMPLOYMENT
                               ------------------

          1.01 Subject to the  provisions of Article VII and Article  VIII,  and
upon the terms and subject to the conditions set forth herein,  the  Corporation
will employ  Executive for the period beginning  January 1, 1998  ("Commencement
Date") and ending on December 31, 2003.  (The period  during which  Executive is
employed hereunder is referred to herein as the "term of employment.") Executive
will serve the Corporation during the term of employment.

                                   ARTICLE II
                                   ----------

                                     DUTIES
                                     ------

          2.01  During  the term of  employment,  Executive  will:

               (i) Serve as Regional Director Europe of McCann-Erickson  Europe,
          a wholly-owned subsidiary of Interpublic ("McCann").

               (ii)  Use his  best  efforts  to  promote  the  interests  of the
          Corporation  and McCann and devote his full time and  efforts to their
          business and affairs;

               (iii) Perform such duties as the  Corporation and McCann may from
          time to time  assign to him;  and (iv) Serve in such other  offices of
          the Corporation and/or McCann as he may be elected or appointed to.

                                  ARTICLE III
                                  -----------

                              REGULAR COMPENSATION
                              --------------------

         3.01 The Corporation will compensate Executive for the duties performed
by him hereunder,  by payment of a total base salary at the rate of Five Hundred
Fifty Thousand Dollars ($550,000) per annum, Fifty Thousand Dollars ($50,000) of
which shall be accrued in accordance with an Executive Special Benefit Agreement
to be entered  into  between the  Executive  and  Interpublic.  The  non-accrued
portion of Executive's total base salary shall be payable in equal installments,
which the Corporation shall pay at semi-monthly intervals,  subject to customary
withholding for federal, state and local taxes.

         3.02 The Corporation may at any time increase the compensation  paid to
Executive under this Article III if the Corporation in its sole discretion shall
deem it  advisable  so to do in order to  compensate  him  fairly  for  services
rendered to the Corporation.
<PAGE>

                                   ARTICLE IV
                                   ----------

                                    BONUSES
                                    -------

         4.01 As soon as administratively  feasible after full execution of this
Agreement,  Interpublic  will use its best efforts to have the  Committee  grant
Executive an award for the  1997-2000  performance  period  under  Interpublic's
Long-Term  Performance  Incentive Plan ("LTPIP") equal to (i) one thousand three
hundred fifty (1,350)  performance units tied to the cumulative  compound profit
growth of McCann North America,  (ii) four hundred fifty (450) performance units
tied to the cumulative  compound  profit growth of McCann  Worldwide,  and (iii)
eighteen  hundred  (1,800)  performance  units tied to the  cumulative  compound
profit growth of McCann Europe.

                                   ARTICLE V
                                   ---------

                               INTERPUBLIC STOCK
                               -----------------

         5.01 As soon as administratively  feasible after full execution of this
Agreement,  Interpublic  will use its  best  efforts  to have  the  Compensation
Committee  of its  Board  of  Directors  ("Committee")  grant to  Executive  ten
thousand (10,000) shares of Interpublic  Common Stock which will be subject to a
five year vesting restriction.

         5.02 As soon as administratively  feasible after full execution of this
Agreement,  Interpublic will use its best efforts to have the Committee grant to
Executive  options to purchase  twenty  thousand  (20,000) shares of Interpublic
Common  Stock,  which  will be subject  to all the terms and  conditions  of the
Interpublic  Stock  Incentive  Plan.  Forty percent (40%) of the options will be
exercisable  after the third  anniversary  of the date of grant,  thirty percent
(30%) will be exercisable after the fourth  anniversary and thirty percent (30%)
will be exercisable after the fifth anniversary of the date of grant through the
tenth anniversary of the date of grant.

                                   ARTICLE VI
                                   ----------

                           OTHER EMPLOYMENT BENEFITS
                           -------------------------

         6.01 Executive  shall be eligible to participate in such other employee
benefits as are available from time to time to other key  management  executives
of  Interpublic  in  accordance  with  the  then-current  terms  and  conditions
established by Interpublic for eligibility and employee  contributions  required
for participation in such benefits opportunities.

         6.02 Executive will be entitled to four (4) weeks of vacation per year,
to be taken in such  amounts and at such times as shall be  mutually  convenient
for Executive and the Corporation.
<PAGE>

                                  ARTICLE VII
                                  -----------

                                  TERMINATION
                                  -----------

          7.01  The  Corporation  may  terminate  the  employment  of  Executive
hereunder:

               (i) By giving  Executive notice in writing at any time specifying
          a termination  date not less than twelve (12) months after the date on
          which such  notice is given,  in which  event  Executive's  employment
          hereunder shall terminate on the date specified in such notice, or

               (ii) By giving Executive notice in writing at any time specifying
          a  termination  date less than twelve  (12)  months  after the date on
          which  such  notice is given.  In this  event  Executive's  employment
          hereunder shall terminate on the date specified in such notice and the
          Corporation  shall  thereafter  pay him a sum  equal to the  amount by
          which  twelve (12) months  salary at his then current rate exceeds the
          salary  paid to him for the period  from the date on which such notice
          is  given to the  termination  date  specified  in such  notice.  Such
          payment  shall be made  during the period  immediately  following  the
          termination date specified in such notice, in successive equal monthly
          installments each of which shall be equal to one month's salary at the
          rate in effect at the time of such  termination,  with any  residue in
          respect of a period less than one month to be paid  together  with the
          last installment.

          During the  termination  period  provided in subsection (i), or in the
case of a termination  under subsection (ii) providing for a termination  period
of less than twelve (12)  months,  for a period of twelve (12) months  after the
termination notice,  Executive will be entitled to receive all employee benefits
accorded  to him prior to  termination  which are made  available  to  employees
generally;  provided,  that  such  benefits  shall  cease  upon  such  date that
Executive accepts employment with another employer offering similar benefits.

          7.02  Executive  may  at  any  time  give  notice  in  writing  to the
Corporation specifying a termination date not less than twelve (12) months after
the date on which such notice is given, in which event his employment  hereunder
shall  terminate  on the date  specified  in such notice,  and  Executive  shall
receive his salary until the termination date.

                                  ARTICLE VIII
                                  ------------

                                   COVENANTS
                                   ---------

          8.01 While Executive is employed hereunder by the Corporation he shall
not,  without the prior written  consent of the  Corporation,  which will not be
unreasonably  withheld,  engage,  directly or  indirectly,  in any other  trade,
business or employment,  or have any interest,  direct or indirect, in any other
business, firm or corporation; provided, however, that he may continue to own or
may hereafter acquire any securities of any class of any publicly-owned company.

          8.02 Executive shall treat as confidential and keep secret the affairs
of the  Corporation  and shall not at any time during the term of  employment or
for a period of three years thereafter, without the prior written consent of the
Corporation,  divulge,  furnish or make known or  accessible  to, or use for the
benefit  of,  anyone  other  than  the  Corporation  and  its  subsidiaries  and
affiliates any  information of a confidential  nature relating in any way to the
business of the  Corporation or its  subsidiaries or affiliates or their clients
and obtained by him in the course of his employment hereunder.

          8.03 All  records,  papers  and  documents  kept or made by  Executive
relating to the business of the Corporation or its subsidiaries or affiliates or
their clients shall be and remain the property of the Corporation.

          8.04 All articles invented by Executive,  processes discovered by him,
trademarks,  designs,  advertising  copy and art  work,  display  and  promotion
materials  and,  in general,  everything  of value  conceived  or created by him
pertaining  to the business of the  Corporation  or any of its  subsidiaries  or
affiliates during the term of employment, and any and all rights of every nature
whatever thereto, shall immediately become the property of the Corporation,  and
Executive will assign, transfer and deliver all patents, copyrights,  royalties,
designs and copy,  and any and all  interests  and rights  whatever  thereto and
thereunder to the Corporation.

          8.05 Following the termination of Executive's employment hereunder for
any reason,  Executive  shall not for a period of  twenty-four  (24) months from
such  termination,  (a) solicit any employee of the Corporation,  Interpublic or
any  affiliated  company of Interpublic to leave such employ to enter the employ
of Executive or of any person,  firm or corporation with which Executive is then
associated  or (b) solicit or handle on  Executive's  own behalf or on behalf of
any other person,  firm or corporation,  the event marketing,  public relations,
advertising, sales promotion or market research business of any person or entity
which is a client of the Corporation.

          8.06 If at the time of enforcement of any provision of this Agreement,
a court shall hold that the duration, scope or area restriction of any provision
hereof is unreasonable  under  circumstances  now or then existing,  the parties
hereto  agree that the  maximum  duration,  scope or area  reasonable  under the
circumstances  shall be substituted by the court for the stated duration,  scope
or area.

          8.07  Executive  acknowledges  that a remedy at law for any  breach or
attempted  breach of Article  VIII of this  Agreement  will be  inadequate,  and
agrees  that the  Corporation  shall be entitled  to  specific  performance  and
injunctive  and  other  equitable  relief  in the  case of any  such  breach  or
attempted breach.

          8.08 Executive  represents and warrants that neither the execution and
delivery  of this  Employment  Agreement  nor  the  performance  of  Executive's
services  hereunder  will conflict with, or result in a breach of, any agreement
to which  Executive  is a party or by  which  he may be  bound or  affected,  in
particular  the terms of any  employment  agreement to which  Executive may be a
party.  Executive further  represents and warrants that he has full right, power
and  authority  to enter into and carry out the  provisions  of this  Employment
Agreement.

                                   ARTICLE IX
                                   ----------

                                   Assignment
                                   ----------

          9.01 This Agreement  shall be binding upon and enure to the benefit of
the  successors and assigns of the  Corporation.  Neither this Agreement nor any
rights  hereunder  shall be  assignable  by  Executive  and any  such  purported
assignment by him shall be void.
<PAGE>

                                   ARTICLE X
                                   ---------

                                AGREEMENT ENTIRE
                                ----------------

         10.01 This Agreement  constitutes the entire understanding  between the
Corporation and Executive concerning his employment by the Corporation or any of
its parents,  affiliates or  subsidiaries  and  supersedes  any and all previous
agreements  between  Executive  and  the  Corporation  or any  of  its  parents,
affiliates or subsidiaries  concerning such employment,  and/or any compensation
or bonuses.  Each party hereto  shall pay its own costs and expenses  (including
legal  fees)  incurred  in  connection  with the  preparation,  negotiation  and
execution of this Agreement. This Agreement may not be changed orally.

                                   ARTICLE XI
                                   ----------

                                 APPLICABLE LAW
                                 --------------

          11.01 The  Agreement  shall be governed by and construed in accordance
with the laws of the State of New York.


                                        THE INTERPUBLIC GROUP OF
                                        COMPANIES, INC.


                                        By: /s/ C. KENT KROEBER
                                           -------------------------------------
                                           Name:  KENT KROEBER


                                        By: /s/ JAMES R. HEEKIN
                                           -------------------------------------
                                           Name: JAMES R. HEEKIN


ClubJuris.Com