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Employment Agreement
Employment Agreement (144K)
Doc #827274: Click preview link for longer preview.
EMPLOYMENT AGREEMENT
AGREEMENT made as of October 1, 2003, by and between THE INTERPUBLIC GROUP OF COMPANIES, INC., a corporation of the State of Delaware, Inc. (hereinafter referred to as "Interpublic") and ROBERT THOMPSON (hereinafter referred to as "Executive").
In consideration of the mutual . . .
827274
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 Bank One
As referenced in this Employment Agreement:
BANK, ONE, NA – Steven Berns
Title: Treasurer
AMMIRATI PURIS LINTAS K.K.
By /s/ Steven Berns
Title: Treasurer
CITIBANK, N.A.,
as Agent and as Lender
By /s/ Julio Ojea Quintana
Title: Director
BANK, ONE, NA
By /s/ Rick Howard
Title: Vice President
BANK OF AMERICA, N.A.
By /s/ John E. Williams
Title: Managing Director
THE BANK OF NEW YORK
By /s/ Brendan T.
_____________
BANK, ONE, NA – Treasurer
AMMIRATI PURIS LINTAS K.K.
By /s/ Steven Berns
Title: Vice President and Treasurer
CITIBANK, N.A.,
as Agent and as Lender
By /s/ Julio Ojea Quintana
Title: Director
BANK, ONE, NA
By /s/ Richard R. Howard
Title: Vice President
BANK OF AMERICA, N.A.
By /s/ Robert Mauriello
Title: Principal
THE BANK OF NEW YORK
By /s/ Brendan T. Nedzi
_____________
dt 1374176
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Citibank
As referenced in this Employment Agreement:
Citibank, N.A. – Interpublic Group of Companies, Inc., a Delaware corporation (the "Company"), the banks, financial institutions and other institutional lenders parties to the Credit Agreement referred to below (collectively, the "Lenders") and Citibank, N.A. , as administrative agent (the "Agent") for the Lenders.
PRELIMINARY STATEMENTS:
(1) The Company, the Lenders and the Agent have entered into a Five-Year Credit Agreement dated as of
_____________
CITIBANK, N.A. – as of the date first above written.
THE INTERPUBLIC GROUP OF COMPANIES, INC.
By /s/ Steven Berns
Title: Treasurer
AMMIRATI PURIS LINTAS K.K.
By /s/ Steven Berns
Title: Treasurer
CITIBANK, N.A. ,
as Agent and as Lender
By /s/ Julio Ojea Quintana
Title: Director
BANK, ONE, NA
By /s/ Rick Howard
Title: Vice President
BANK OF AMERICA, N.A.
By /s/
_____________
Citibank, N.A. – Interpublic Group of Companies, Inc., a Delaware corporation (the "Company"), the banks, financial institutions and other institutional lenders parties to the Credit Agreement referred to below (collectively, the "Lenders") and Citibank, N.A. , as administrative agent (the "Agent") for the Lenders.
PRELIMINARY STATEMENTS:
(1) The Company, the Lenders and the Agent have entered into a Five-Year Credit Agreement dated as of
_____________
CITIBANK, N.A. – written.
THE INTERPUBLIC GROUP OF COMPANIES, INC.
By /s/ Steven Berns
Title: Vice President and Treasurer
AMMIRATI PURIS LINTAS K.K.
By /s/ Steven Berns
Title: Vice President and Treasurer
CITIBANK, N.A. ,
as Agent and as Lender
By /s/ Julio Ojea Quintana
Title: Director
BANK, ONE, NA
By /s/ Richard R. Howard
Title: Vice President
BANK OF AMERICA, N.A.
By /
_____________
Citibank, N.A. – Interpublic Group of Companies, Inc., a Delaware corporation (the "Company"), the banks, financial institutions and other institutional lenders parties to the Credit Agreement referred to below (collectively, the "Lenders") and Citibank, N.A. , as administrative agent (the "Agent") for the Lenders.
PRELIMINARY STATEMENTS:
(1) The Company, the Lenders and the Agent have entered into a 364-Day Credit Agreement dated as of
_____________
dt 1478718
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Havas
As referenced in this Employment Agreement:
Havas – and the Consulting Period the Executive shall not: (a) accept employment with or serve as a consultant, advisor or in any other capacity to Omnicom, WPP, Publicis, Grey Advertising or Havas or any of their respective subsidiaries, affiliates or operating entities; (b) directly or indirectly, either on the Executive 's own behalf or on behalf of any other person, firm or
_____________
dt 1467543
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IPG
As referenced in this Employment Agreement:
INTERPUBLIC GROUP OF COMPANIES, INC – Exhibit 10(b)(vii)(a)
EX-10 3 exhibit10.htm MATERIAL CONTRACTS
Exhibit 10(b)(vii)(a)
EMPLOYMENT AGREEMENT
AGREEMENT made as of October 1, 2003, by and between THE INTERPUBLIC GROUP OF COMPANIES, INC ., a corporation of the State of Delaware, Inc. (hereinafter referred to as "Interpublic") and ROBERT THOMPSON (hereinafter referred to as "Executive").
In consideration of the mutual promises set forth
_____________
INTERPUBLIC GROUP OF COMPANIES, INC – not be changed orally.
ARTICLE XII
Applicable Law
12.01 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/ Brian J. Brooks
Name: Brian J. Brooks
Title: Executive Vice President, Human Resources
/s/ Robert Thompson
Robert Thompson
Exhibit 10(b)(vii)(b)
The Interpublic Capital Accumulation
_____________
Interpublic Group of Companies, Inc – Human Resources
/s/ Robert Thompson
Robert Thompson
Exhibit 10(b)(vii)(b)
The Interpublic Capital Accumulation Plan
Participation Agreement
WHEREAS, Robert Thompson (the "Participant") is a key executive of The Interpublic Group of Companies, Inc . ("Interpublic") and its subsidiaries, and has been approved by Interpublic's Management Human Resources Committee to participate in The Interpublic Capital Accumulation Plan ("CAP");
WHEREAS, the Participant has received
_____________
Interpublic Group of Companies, Inc – supplement to the Plan Document or to this Participation Agreement.
IN WITNESS WHEREOF, Interpublic, by its duly authorized officer, and the Participant have caused this Participation Agreement to be executed.
Interpublic Group of Companies, Inc .
Participant
BY: /s/ Brian J. Brooks
Brian J. Brooks
Executive Vice President,
Chief Human Resources Officer
/s/ Robert Thompson
Robert Thompson
DATE: 11/12/03
DATE: 11/14/03
_____________
INTERPUBLIC GROUP OF COMPANIES, INC – Vice President,
Chief Human Resources Officer
/s/ Robert Thompson
Robert Thompson
DATE: 11/12/03
DATE: 11/14/03
Return to Interpublic's Law Department by December 10, 2003.
THE INTERPUBLIC GROUP OF COMPANIES, INC .
BENEFICIARY DESIGNATION: Capital Accumulation Plan
Participant's Name__________________________________ Soc. Sec. No: ___________________________
Home Address _____________________________________________________________________________
City_________________________________________ State _______________________Zip______________
Date of Birth _____________________________
Daytime Telephone Number __________________ Evening Telephone Number
_____________
dt 1337634
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BofA
As referenced in this Employment Agreement:
BANK OF AMERICA, N.A. – s/ Steven Berns
Title: Treasurer
CITIBANK, N.A.,
as Agent and as Lender
By /s/ Julio Ojea Quintana
Title: Director
BANK, ONE, NA
By /s/ Rick Howard
Title: Vice President
BANK OF AMERICA, N.A.
By /s/ John E. Williams
Title: Managing Director
THE BANK OF NEW YORK
By /s/ Brendan T. Nedzi
Title: Senior Vice President
BARCLAYS BANK PLC
By /s/ Simon Leach
_____________
BANK OF AMERICA, N.A. – Vice President and Treasurer
CITIBANK, N.A.,
as Agent and as Lender
By /s/ Julio Ojea Quintana
Title: Director
BANK, ONE, NA
By /s/ Richard R. Howard
Title: Vice President
BANK OF AMERICA, N.A.
By /s/ Robert Mauriello
Title: Principal
THE BANK OF NEW YORK
By /s/ Brendan T. Nedzi
Title: Senior Vice President
BARCLAYS BANK PLC
By /s/ Simon Leach
Title: Relationship
_____________
dt 1554623
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| 2001 |
Employment Agreement
Employment Agreement (61K)
Doc #1182083: Click preview link for longer preview.
EMPLOYMENT AGREEMENT
--------------------
EMPLOYMENT AGREEMENT ("Agreement") made and entered into as of the 1st day
of May, 1999, and amended and restated as of December 1, 2001, by and between
THE REYNOLDS AND REYNOLDS COMPANY, a corporation existing under the laws of the
State of Ohio ("Reynolds"), and LLOYD G. WATERHOUSE ("Employee").
W I T N E S S E T H:
WHEREAS, Reynolds and Employee desire to enter into this Agreement on the
terms and conditions . . .
1182083
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Bank One
As referenced in this Employment Agreement:
Bank One, NA – alleged improper activity of Employee for which the Discharge For Cause has
been made.
(f) "Escrow Agreement" shall mean the agreement dated May 1, 1999 entered
into between Reynolds and Bank One, NA , a copy of which is attached hereto and
made a part hereof as Exhibit A.
(g) "Escrow Agent" shall mean Bank One, NA.
(h) "Escrow Amount" shall mean the
_____________
Bank One, NA – 1, 1999 entered
into between Reynolds and Bank One, NA, a copy of which is attached hereto and
made a part hereof as Exhibit A.
(g) "Escrow Agent" shall mean Bank One, NA .
(h) "Escrow Amount" shall mean the amounts placed in escrow by Reynolds
pursuant to subsection (e)(iii) of Section 7 of this Agreement.
(i) "Escrow Funding Event" shall mean
_____________
dt 1374470
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Employment Agreement
Employment Agreement (44K)
Doc #1182087: Click preview link for longer preview.
EMPLOYMENT AGREEMENT
AGREEMENT made and entered into the 15th day of December, 2000, and
amended and restated as of the 1st day of December, 2001, by and between THE
REYNOLDS AND REYNOLDS COMPANY, a corporation existing under the laws of the
State of Ohio (hereinafter referred to as the "Employer"), and Timothy J. Bailey
(hereinafter referred to as "Employee")
WITNESSETH:
WHEREAS, Employee is currently an employee of the Employer; and
WHEREAS, the Employer considers . . .
1182087
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Bank One
As referenced in this Employment Agreement:
Bank One, NA – hereunder
shall be given in writing and shall be sufficiently delivered if sent by
registered or certified mail, return receipt requested, postage prepaid,
addressed as follows:
--------------------------, Trust Officer
Trust Division
Bank One, NA
Kettering Tower
3
<PAGE>
Dayton, Ohio 45423
The Reynolds and Reynolds Company
115 S. Ludlow Street
Dayton, Ohio 45401
Attn: Chief Financial Officer
Should the address of
_____________
dt 1374471
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Fannie Mae
As referenced in this Employment Agreement:
Federal National Mortgage Association – Moody's rating agency.
(g) Debt instruments issued by the following five United States Government
agencies:
Federal Intermediate Credit Banks
Banks for Cooperatives
Federal Land Banks
Federal Home Loan Banks
Federal National Mortgage Association
(h) Commercial Paper rated Prime-1 by Moody's rating agency or rated A-1
by Standard & Poors rating agency.
2
<PAGE>
In addition, with respect
_____________
dt 1438575
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| 2001 |
Employment Agreement
Employment Agreement (44K)
Doc #1182090: Click preview link for longer preview.
EMPLOYMENT AGREEMENT
AGREEMENT made and entered into the 15th day of December, 2000, and
amended and restated as of the 1st day of December, 2001, by and between THE
REYNOLDS AND REYNOLDS COMPANY, a corporation existing under the laws of the
State of Ohio (hereinafter referred to as the "Employer"), and Douglas M.
Ventura (hereinafter referred to as "Employee")
WITNESSETH:
WHEREAS, Employee is currently an employee of the Employer; and
WHEREAS, the Employer considers . . .
1182090
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Bank One
As referenced in this Employment Agreement:
Bank One, NA – hereunder
shall be given in writing and shall be sufficiently delivered if sent by
registered or certified mail, return receipt requested, postage prepaid,
addressed as follows:
----------------------------, Trust Officer
Trust Division
Bank One, NA
Kettering Tower
3
<PAGE>
Dayton, Ohio 45423
The Reynolds and Reynolds Company
115 S. Ludlow Street
Dayton, Ohio 45401
Attn: Chief Financial Officer
Should the address of
_____________
dt 1374472
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Fannie Mae
As referenced in this Employment Agreement:
Federal National Mortgage Association – Moody's rating agency.
(g) Debt instruments issued by the following five United States Government
agencies:
Federal Intermediate Credit Banks
Banks for Cooperatives
Federal Land Banks
Federal Home Loan Banks
Federal National Mortgage Association
(h) Commercial Paper rated Prime-1 by Moody's rating agency or rated A-1
by Standard & Poors rating agency.
2
<PAGE>
In addition, with respect
_____________
dt 1438576
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| 2003 |
Master Separation Agreement
Master Separation Agreement (61K)
Doc #905726: Click preview link for longer preview.
MASTER SEPARATION AGREEMENT
This Master Separation Agreement (this "Agreement"), dated
______________, 2003, is by and among Whiting Petroleum Corporation, a Delaware
corporation ("WPC"), Whiting Oil and Gas Corporation, a Delaware corporation
("Whiting"), Alliant Energy Corporation, a Wisconsin corporation ("Alliant
Energy"), and Alliant Energy Resources, Inc., a Wisconsin corporation
("Resources").
RECITALS
WHEREAS, Resources owns 1,000 shares of common stock, par value $1. . . .
905726
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Bank One
As referenced in this Master Separation Agreement:
Bank One, NA – any subsidiary of WPC in an aggregate amount in
excess of the borrowing base under that certain Credit Agreement, dated December
20, 2002, among Whiting, the financial institutions listed therein, Bank One, NA
as Administrative Agent, and Wachovia Bank, N.A. as Syndication Agent, as
amended from time to time;
(c) Any acquisition or series of acquisitions by WPC or any
subsidiary
_____________
dt 1713438
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Wachovia Bank
As referenced in this Master Separation Agreement:
Wachovia Bank, N.A. – amount in
excess of the borrowing base under that certain Credit Agreement, dated December
20, 2002, among Whiting, the financial institutions listed therein, Bank One, NA
as Administrative Agent, and Wachovia Bank, N.A. as Syndication Agent, as
amended from time to time;
(c) Any acquisition or series of acquisitions by WPC or any
subsidiary of WPC, whether by merger, stock acquisition, asset
_____________
dt 1717743
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