Common use of Termination After Control Change Date Clause in Contracts

Termination After Control Change Date. Notwithstanding any other provision of this Paragraph 7, at any time after the Control Change Date, KCSI may, through its Board, terminate the employment of Executive (the "Termination"), but within five (5) days of the Termination it shall pay to Executive his full base salary through the Termination, to the extent not theretofore paid, plus a lump sum amount (the "Special Severance Payment") equal to the product (discounted to then present value on the basis of a rate of seven percent (7%) per annum) of his annual base salary specified in Paragraph 7(a) hereof multiplied by the number of years and any portion thereof remaining in the Three-Year Period (or if the balance of the Three-Year Period after Termination is less than one year, for one year (such one year period is hereinafter called the "Extended Period")). Specified Benefits to which Executive was entitled immediately prior to Termination shall continue until the end of the Three-Year Period (or the Extended Period, if applicable); provided that if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive after Termination, then KCSI shall pay to Executive within five (5) days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received if Executive had been fully vested in maximum benefits available to Executive (regardless of any limitations based on the earnings or performance of KCSI) and a continuing participant in such plan to the end of the Three-Year Period or the Extended Period, if applicable. (f)

Termination After Control Change Date. Notwithstanding any other provision of this Paragraph 7, at any time after the Control Change Date, KCSI DST may, through its Board, terminate the employment of Executive (the "Termination"), but within five (5) days of the Termination it shall pay to Executive his full base salary Base Salary through the Termination, to the extent not theretofore paid, plus a lump sum amount (the "Special Severance Payment") equal to the product (discounted to then present value on the basis of a rate of seven percent (7%) per annum) of his annual base salary Base Salary specified in Paragraph 7(a) hereof multiplied by the number of years and any portion thereof remaining in the Three-Year Period (or or, if the balance of the Three-Year Period after Termination is less than one year, for a period of one year from the Control Change Date (such one year period is hereinafter called the "Extended Period")). Specified Benefits to which Executive was entitled immediately prior to Termination shall continue until the end of the Three-Year Period (or or, if applicable, the Extended Period, if applicable); provided that that: (a) if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive after Termination, then KCSI DST shall pay to Executive within five (5) days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received if Executive had been fully vested in maximum benefits available to Executive (regardless of any limitations based on the earnings or performance of KCSI) and had been a continuing participant in such plan to the end of the Three-Year Period or, if applicable, the Extended Period (with the amount for health and life insurance coverage calculated as provided in Section 4(d)(ii) except basing the calculation on the Three-Year Period or, if applicable, the Extended Period); (b) if Executive obtains new employment following Termination, then following any waiting period applicable to participation in any plan of the new employer, Executive shall continue to be entitled to receive benefits pursuant to this sentence only to the extent such benefits would exceed those available to Executive under comparable plans of the Executive's new employer (but Executive shall not be required to repay any amounts then already received by him), and (c) Executive shall receive in a lump sum the aggregate amount of the Annual Incentives that would have been payable if DST had met Target goals for each year of the Three-Year Period or, if applicable, the Extended Period (prorated for the final performance year if the Three-Year Period or the Extended Period, if applicable. (fas the case may be, ends partially through such performance year and with the deferred portion to be paid in cash, all as set forth in Paragraph 4(d)(ii)).

Termination After Control Change Date. Notwithstanding any other provision of this Paragraph 7, at any time after the Control Change Date, KCSI may, through its Board, may terminate the employment of Executive (the "Termination"), but unless such Termination is for Cause as defined in subparagraph (g) or for disability, within five (5) days of the Termination it KCSI shall pay to Executive his full base salary through the Termination, to the extent not theretofore paid, plus a lump sum amount (the "Special Severance Payment") equal to the product (discounted to the then present value on the basis of a rate of seven percent (7%) per annum) of (i) 175% his annual base salary specified in Paragraph 7(a) hereof multiplied by the number of years (ii) three; and any portion thereof remaining in the Three-Year Period (or if the balance of the Three-Year Period after Termination is less than one year, for one year (such one year period is hereinafter called the "Extended Period")). Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the Three3-Year Period year period (or "Benefits Period") beginning on the Extended Period, if applicable); provided that if date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive after Termination, then KCSI shall pay to Executive within five (5) days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received under such plan if Executive had been fully vested in maximum the average annual contributions or benefits available in effect for the three plan years ending prior to Executive the Control Change Date (regardless of any limitations based on the earnings or performance of KCSI) and a continuing participant in such plan to the end of the Three-Year Period or the Extended Benefits Period, if applicable. (f).

Termination After Control Change Date. Notwithstanding any other provision of this Paragraph 7, at any time after the Control Change Date, KCSI DST may, through its with approval of the DST Board, terminate the employment of Executive (the "“Termination"”), but within five (5) days of after the Termination it shall pay to Executive his full base salary Base Salary through the Termination, to the extent not theretofore paid, plus a lump sum amount (the "“Special Severance Payment"”) equal to the product (discounted to then present value on the basis of a rate of seven percent (7%) per annum) of his annual base salary specified in Paragraph 7(a) hereof Base Salary multiplied by the number of years and any portion thereof remaining in the Three-Year Period (or or, if the balance of the Three-Year Period after Termination is less than one year, for a period of one year from the Control Change Date (such one year period is hereinafter called the "“Extended Period")”). Specified Benefits to which Executive was entitled immediately prior to Termination shall continue until the end of the Three-Year Period (or or, if applicable, the Extended Period, if applicable); provided that that: (a) if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive after Termination, then KCSI DST shall pay to Executive within five (5) days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received if Executive had been fully vested in maximum benefits available to Executive (regardless of any limitations based on the earnings or performance of KCSI) and had been a continuing participant in such plan to the end of the Three-Year Period or, if applicable, the Extended Period (with the amount for health and life insurance coverage calculated as provided in Section 4(d)(ii) except basing the calculation on the Three-Year Period or, if applicable, the Extended Period); (b) if Executive obtains new employment following Termination, then following any waiting period applicable to participation in any plan of the new employer, Executive shall continue to be entitled to receive benefits pursuant to this sentence only to the extent such benefits would exceed those available to Executive under comparable plans of the Executive’s new employer (but Executive shall not be required to repay any amounts then already received by him), and (c) Executive shall receive in a lump sum the aggregate amount of the Annual Incentives that would have been received if Target goals had been met for each year of the Three-Year Period or, if applicable, the Extended Period (prorated for the final performance year if the Three-Year Period or the Extended Period, if applicableas the case may be, ends partially through such performance year); provided that the Annual Incentive for the performance period in which Executive’s employment terminated shall be paid on the payment due date as provided in the DST Annual Incentive Program. (f)To the extent required by Code Section 409A and guidance issued thereunder, such award shall be deferred in accordance with any applicable deferral requirements and elections in place with respect to such award and, to the extent deferred, such award shall be paid pursuant to the terms of deferral procedures in effect with respect to the DST Annual Incentive Program from time to time.

Termination After Control Change Date. Notwithstanding Notwithstand- ing any other provision of this Paragraph 7, at any time after the Control Change Date, KCSI DST may, through its Board, terminate the employment of Executive (the "Termination")) , but within five (5) days of the Termination it shall pay to Executive his full base salary through the Termination, to the extent not theretofore paid, plus a lump sum amount (the "Special Severance Payment") equal to the product (discounted to then present value on the basis of a rate of seven percent (7%) 7.50% per annum) of his annual base salary specified in Paragraph 7(a) hereof multiplied by the number of years and any portion thereof remaining in the Three-Year Period (or if the balance of the Three-Year Period after Termination is less than one year, for one year (such one year period is year, [hereinafter called the "Extended Period")]). Specified Benefits to which Executive was entitled immediately prior to Termination shall continue until the end of the Three-Year Period (or the Extended Period, if applicable)) ; provided that that: (a) if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive after TerminationTe=ination, then KCSI DST shall pay to Executive within five (5) days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received if Executive had been fully vested in maximum benefits available to Executive (regardless of any limitations based on the earnings or performance of KCSI) and a continuing participant in such plan to the end of the Three-Year Period or the Extended Period, if applicable. ; and (f)b) if Executive obtains new employment following Termination, then following any waiting period applicable to participation in any plan of the new employer,

Termination After Control Change Date. Notwithstanding any other provision of this Paragraph 7, at any time after the Control Change Date, KCSI may, through its Board, Railway may terminate the employment of Executive (the "“Termination"”), but unless such Termination is for Cause as defined in subparagraph (g) or for disability, within five (5) days of the Termination it Railway shall pay to Executive his full base salary through the Termination, to the extent not theretofore paid, plus a lump sum amount (the "“Special Severance Payment"”) equal to the product of: (discounted to then present value on the basis of a rate of seven percent (7%i) per annum) 160% of his annual base salary specified in Paragraph 7(a) hereof multiplied by the number of years (ii) Two; and any portion thereof remaining in the Three-Year Period (or if the balance of the Three-Year Period after Termination is less than one year, for one year (such one year period is hereinafter called the "Extended Period")). Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the Three3-Year Period year period (or “Benefits Period”) beginning on the Extended Period, if applicable); provided that if date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive after Termination, then KCSI Railway shall pay to Executive within five (5) days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received under such plan if Executive had been fully vested in maximum the average annual contributions or benefits available in effect for the three plan years ending prior to Executive the Control Change Date (regardless of any limitations based on the earnings or performance of KCSIRailway or any of its affiliates) and a continuing participant in such plan to the end of the ThreeBenefits Period. The Executive’s rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-Year Period termination continuation coverage or conversion rights the Extended PeriodExecutive may have pursuant to applicable law, if applicableincluding without limitation continuation coverage required by Section 4980 of the Code. (f)Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of Railway, in its sole and absolute discretion, to at any time amend, modify or terminate health, prescription or dental benefits for active or retired employees generally.

Termination After Control Change Date. Notwithstanding any other provision of this Paragraph 7, at any time after the Control Change Date, KCSI may, through its Board, may terminate the employment of Executive (the "Termination"), but unless such Termination is for Cause as defined in subparagraph (g) or for disability, within five (5) days of the Termination it KCSI shall pay to Executive his full base salary through the Termination, to the extent not theretofore paid, plus a lump sum amount (the "Special Severance Payment") equal to the product (discounted to the then present value on the basis of a rate of seven percent (7%) per annum) of (i) 175% his annual base salary specified in Paragraph 7(a) hereof multiplied by the number of years (ii) three; and any portion thereof remaining in the Three-Year Period (or if the balance of the Three-Year Period after Termination is less than one year, for one year (such one year period is hereinafter called the "Extended Period")). Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the Three3-Year Period year period (or "Benefits Period") beginning on the Extended Period, if applicable); provided that if date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive after Termination, then KCSI shall pay to Executive within five (5) days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received under such plan if Executive had has been fully vested in maximum the average annual contributions or benefits available in effect for the three plan years ending prior to Executive the Control Change Date (regardless of any limitations based on the earnings or performance of KCSI) and a continuing participant in such plan to the end of the Three-Year Period or the Extended Benefits Period, if applicable. (f).

Termination After Control Change Date. Notwithstanding any other provision of this Paragraph 7, at any time after the Control Change Date, KCSI DST may, through its Board, terminate the employment of Executive (the "Termination"), but within five (5) days of after the Termination it shall pay to Executive his full base salary Base Salary through the Termination, to the extent not theretofore paid, plus a lump sum amount (the "Special Severance Payment") equal to the product (discounted to then present value on the basis of a rate of seven percent (7%) per annum) of his annual base salary Base Salary specified in Paragraph 7(a2(a) hereof multiplied by the number of years and any portion thereof remaining in the Three-Year Period (or or, if the balance of the Three-Year Period after Termination is less than one year, for a period of one year from the Control Change Date (such one year period is hereinafter called the "Extended Period")). Specified Benefits to which Executive was entitled immediately prior to Termination shall continue until the end of the Three-Year Period (or or, if applicable, the Extended Period, if applicable); provided that that: (a) if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive after Termination, then KCSI DST shall pay to Executive within five (5) days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received if Executive had been fully vested in maximum benefits available to Executive (regardless of any limitations based on the earnings or performance of KCSI) and had been a continuing participant in such plan to the end of the Three-Year Period or, if applicable, the Extended Period (with the amount for health and life insurance coverage calculated as provided in Section 4(d)(ii) except basing the calculation on the Three-Year Period or, if applicable, the Extended Period); (b) if Executive obtains new employment following Termination, then following any waiting period applicable to participation in any plan of the new employer, Executive shall continue to be entitled to receive benefits pursuant to this sentence only to the extent such benefits would exceed those available to Executive under comparable plans of the Executive's new employer (but Executive shall not be required to repay any amounts then already received by him), and (c) Executive shall receive in a lump sum the aggregate amount of the Annual Incentives that would have been payable if DST had met Target goals for each year of the Three-Year Period or, if applicable, the Extended Period (prorated for the final performance year if the Three-Year Period or the Extended Period, if applicableas the case may be, ends partially through such performance year); provided that the Annual Incentive for the performance period in which Executive's employment terminated shall be paid on the payment due date as provided in the DST Annual Incentive Program. (f)To the extent required by Code Section 409A and guidance issued thereunder, such award shall be deferred in accordance with any applicable deferral requirements and elections in place with respect to such award and, to the extent deferred, such award shall be paid pursuant to the terms of deferral procedures in effect with respect to the DST Annual Incentive Program from time to time.

Termination After Control Change Date. Notwithstanding any other provision of this Paragraph 7, at any time after the Control Change Date, KCSI DST may, through its Board, terminate the employment of Executive (the "Termination"), but within five (5) days of the Termination it shall pay to Executive his full base salary Base Salary through the Termination, to the extent not theretofore paid, plus a lump sum amount (the "Special Severance Payment") equal to the product (discounted to then present value on the basis of a rate of seven percent (7%) 7.5% per annum) of his annual base salary Base Salary specified in Paragraph 7(a) hereof multiplied by the number of years and any portion thereof remaining in the Three-Year Period (or if the balance of the Three-Year Period after Termination is less than one year, for one year (such one year period is year, [hereinafter called the "Extended Period")]). Specified Benefits to which Executive was entitled immediately prior to Termination shall continue until the end of the Three-Year Period (or the Extended Period, if applicable); provided that that: (a) if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive after Termination, then KCSI DST shall pay to Executive within five (5) days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received if Executive had been fully vested in maximum benefits available to Executive (regardless of any limitations based on the earnings or performance of KCSI) and a continuing participant in such plan to the end of the Three-Year Period or of the Extended Period, if applicable. ; (fb) if Executive obtains new employment following Termination, then following any waiting period applicable to participation in any plan of the new employer, Executive shall continue to be entitled to receive benefits pursuant to this sentence only to the extent such benefits would exceed those available to Executive under comparable plans of the Executive's new employer (but Executive shall not be required to repay any amounts then already received by him), and (c).with respect to Annual Incentives under the DST Annual Incentive Plan Executive shall receive the Target incentive award.

Termination After Control Change Date. Notwithstanding any other provision of this Paragraph 7, at any time after the Control Change Date, KCSI DST may, through its Board, terminate the employment of Executive (the "Termination"), but within five (5) days of the Termination it shall pay to Executive his full base salary Base Salary through the Termination, to the extent not theretofore paid, plus a lump sum amount (the "Special Severance Payment") equal to the product (discounted to then present value on the basis of a rate of seven percent (7%) 7.5% per annum) of his annual base salary Base Salary specified in Paragraph 7(a) hereof multiplied by the number of years and any portion thereof remaining in the Three-Year Period (or if the balance of the Three-Year Period after Termination is less than one year, for one year (such one year period is year, [hereinafter called the "Extended Period")]). Specified Benefits to which Executive was entitled immediately prior to Termination shall continue until the end of the Three-Year Period (or the Extended Period, if applicable); provided that that: (a) if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive after Termination, then KCSI DST shall pay to Executive within five (5) days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received if Executive had been fully vested in maximum benefits available to Executive (regardless of any limitations based on the earnings or performance of KCSI) and a continuing participant in such plan to the end of the Three-Year Period or of the Extended Period, if applicable. ; (fb) if Executive obtains new employment following Termination, then following any waiting period applicable to participation in any plan of the new employer, Executive shall continue to be entitled to receive benefits pursuant to this sentence only to the extent such benefits would exceed those available to Executive under comparable plans of the Executive's new employer (but Executive shall not be required to repay any amounts then already received by him), and (c) with respect to Annual Incentives under the DST Annual Incentive Plan Executive shall receive the Target incentive award.

Termination After Control Change Date. Notwithstanding any other provision of this Paragraph 75, at any time after the Control Change Date, KCSI Company may, through its with approval of the DST Board, terminate the employment of Executive Employee (the "Termination"), but within five (5) days of after the Termination it shall pay to Executive Employee his full base salary Base Salary through the Termination, to the extent not theretofore paid, plus a lump sum amount (the "Special Severance Payment") equal to the product (discounted to then present value on the basis of a rate of seven percent (7%) per annum) of his annual base salary specified in Paragraph 7(a) hereof Base Salary multiplied by the number of years and any portion thereof remaining in the Three-Year Period (or or, if the balance of the Three-Year Period after Termination is less than one year, for a period of one year from the Control Change Date (such one year period is hereinafter called the "Extended Period")). Specified Benefits to which Executive Employee was entitled immediately prior to Termination shall continue until the end of the Three-Year Period (or if applicable, the Extended Period, if applicable); provided that that: (a) if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive Employee after Termination, then KCSI DST shall pay to Executive Employee within five (5) days after Termination a lump sum payment equal to the amount of Specified Benefits Executive Employee would have received if Executive Employee had been fully vested in maximum benefits available to Executive (regardless of any limitations based on the earnings or performance of KCSI) and had been a continuing participant in such plan to the end of the Three-Year Period or, if applicable, the Extended Period (with the amount for health insurance coverage calculated as provided in Paragraph 4.5 except basing the calculation on the Three-Year Period or, if applicable, the Extended Period); (b) if Employee obtains new employment following Termination, then following any waiting period applicable to participation in any plan of the new employer, Employee shall continue to be entitled to receive benefits pursuant to this sentence only to the extent such benefits would exceed those available to Employee under comparable plans of the Employee's new employer (but Employee shall not be required to repay any amounts then already received by him), and (c) Employee shall receive in a lump sum the aggregate amount of the annual incentives that Employee would have received if Target goals had been met for each year of the Three-Year Period or, if applicable, the Extended Period (prorated for the final performance year if the Three-Year Period or the Extended Period, if applicableas the case may be, ends partially through such performance year); provided that the annual incentive for the performance period in which Employee's employment terminated shall be paid on the payment due date as provided in the DST Annual Incentive Program. (f)To the extent required by Code Section 409A and guidance issued thereunder, such award shall be deferred in accordance with any applicable deferral requirements and elections in place with respect to such award and, to the extent deferred, such award shall be paid pursuant to the terms of deferral procedures in effect with respect to the DST Annual Incentive Program from time to time.

Termination After Control Change Date. Notwithstanding any other provision of this Paragraph 75, at any time after the Control Change Date, KCSI Company may, through its with approval of the DST Board, terminate the employment of Executive Employee (the "“Termination"”), but within five (5) days of the Termination it shall pay to Executive Employee his full base salary Base Salary through the Termination, to the extent not theretofore paid, plus a lump sum amount (the "“Special Severance Payment"”) equal to the product (discounted to then present value on the basis of a rate of seven percent (7%) per annum) of his annual base salary specified in Paragraph 7(a) hereof Base Salary multiplied by the number of years and any portion thereof remaining in the Three-Year Period (or or, if the balance of the Three-Year Period after Termination is less than one year, for a period of one year from the Control Change Date (such one year period is hereinafter called the "“Extended Period")”). Specified Benefits to which Executive Employee was entitled immediately prior to Termination shall continue until the end of the Three-Year Period (or or, if applicable, the Extended Period, if applicable); provided that that: (a) if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive Employee after Termination, then KCSI DST shall pay to Executive Employee within five (5) days after Termination a lump sum payment equal to the amount of Specified Benefits Executive Employee would have received if Executive Employee had been fully vested in maximum benefits available to Executive (regardless of any limitations based on the earnings or performance of KCSI) and had been a continuing participant in such plan to the end of the Three-Year Period or, if applicable, the Extended Period (with the amount for health insurance coverage calculated as provided in Paragraph 4.5 except basing the calculation on the Three-Year Period or, if applicable, the Extended Period); (b) if Employee obtains new employment following Termination, then following any waiting period applicable to participation in any plan of the new employer, Employee shall continue to be entitled to receive benefits pursuant to this sentence only to the extent such benefits would exceed those available to Employee under comparable plans of the Employee’s new employer (but Employee shall not be required to repay any amounts then already received by him), and (c) Employee shall receive in a lump sum the aggregate amount of the annual incentives that Employee would have received if target goals had been met for each year of the Three-Year Period or, if applicable, the Extended Period (prorated for the final performance year if the Three-Year Period or the Extended Period, if applicable. (fas the case may be, ends partially through such performance year and with the deferred portion to be paid in cash, all as set forth in Paragraph 4.5).

Termination After Control Change Date. Notwithstanding any other provision of this Paragraph 7, at any time after the Control Change Date, KCSI DST may, through its Board, terminate the employment of Executive (the "Termination"), but within five (5) days of after the Termination it shall pay to Executive his full base salary through the Termination, to the extent not theretofore paid, plus a lump sum amount (the "Special Severance Payment") equal to the product (discounted to then present value on the basis of a rate of seven percent (7%) per annum) of his annual base salary specified in Paragraph 7(a2(a) hereof multiplied by the number of years and any portion thereof remaining in the Three-Year Period (or if the balance of the Three-Year Period after Termination is less than one year, for one year (such one year period is year, [hereinafter called the "Extended Period")]). Specified Benefits to which Executive was entitled immediately prior to Termination shall continue until the end of the Three-Year Period (or the Extended Period, if applicable); provided that that: (a) if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive after Termination, then KCSI DST shall pay to Executive within five (5) days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received if Executive had been fully vested in maximum benefits available to Executive (regardless of any limitations based on the earnings or performance of KCSI) and a continuing participant in such plan to the end of the Three-Year Period or the Extended Period, if applicable; (b) if Executive obtains new employment following Termination, then following any waiting period applicable to participation in any plan of the new employer, Executive shall continue to be entitled to receive benefits pursuant to this sentence only to the extent such benefits would exceed those available to Executive under comparable plans of the Executive's new employer (but Executive shall not be required to repay any amounts then already received by him); and (c) Executive shall receive in a lump sum the aggregate amount of the Annual Incentives that would have been payable if DST had met Target goals for each year of the Three-Year Period or, if applicable, the Extended Period (prorated for the final performance year if the Three-Year Period or the Extended Period, as the case may be, ends partially through such performance year); provided that the Annual Incentive for the performance period in which Executive's employment terminated shall be paid on the payment due date as provided in the DST Annual Incentive Program. (f)To the extent required by Code Section 409A and guidance issued thereunder, such award shall be deferred in accordance with any applicable deferral requirements and elections in place with respect to such award and, to the extent deferred, such award shall be paid pursuant to the terms of deferral procedures in effect with respect to the DST Annual Incentive Program from time to time.

Termination After Control Change Date. Notwithstanding any other provision of this Paragraph 7, at any time after the Control Change Date, KCSI may, through its Board, terminate the employment of Executive (the "Termination"), but within five (5) days of the Termination it shall pay to Executive his full base salary through the Termination, to the extent not theretofore paid, plus a lump sum amount (the "Special Severance Payment") equal to the product (discounted to then present value on the basis of a rate of seven percent (7%) per annum) of his annual base salary specified in Paragraph 7(a) hereof multiplied by the number of years and any portion thereof remaining in the Three-Year Period (or if the balance of the Three-Year Period after Termination is less than one year, for one year (such one year period is hereinafter called the "Extended Period")). Specified Benefits to which Executive was entitled immediately prior to Termination shall continue until the end of the Three-Year Period (or the Extended Period, if applicable); provided that if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive after Termination, then KCSI shall pay to Executive within five (5) days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received if Executive had been fully vested in maximum benefits available to Executive (regardless of any limitations based on the earnings or performance of KCSI) and a continuing participant in such plan to the end of the Three-Year Period or the Extended Period, if applicable. (f).

Termination After Control Change Date. Notwithstanding any other provision of this Paragraph 7, at any time after the Control Change Date, KCSI Railway may, through its Board, terminate the employment of Executive (the "Termination"), but within five (5) days of the Termination it shall pay to Executive his full base salary through the Termination, to the extent not theretofore paid, plus a lump sum amount (the "Special Severance Payment") equal to the product (discounted to then present value on the basis of a rate of seven percent (7%) per annum) of his annual base salary specified in Paragraph 7(a) hereof multiplied by the number of years and any portion thereof remaining in the Three-Year Period (or if the balance of the Three-Year Period after Termination is less than one year, for one year (such one year period is hereinafter called the "Extended Period")). Specified Benefits to which Executive was entitled immediately prior to Termination shall continue until the end of the Three-Year Period (or the Extended Period, if applicable); provided that if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive after Termination, then KCSI Railway shall pay to Executive within five (5) days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received if Executive had been fully vested in maximum benefits available to Executive (regardless of any limitations based on the earnings or performance of KCSIKCSI or Railway) and a continuing participant in such plan to the end of the Three-Year Period or the Extended Period, if applicable. (f)

Termination After Control Change Date. Notwithstanding any other provision of this Paragraph 7, at any time after the Control Change Date, KCSI DST may, through its Board, terminate the employment of Executive (the "“Termination"”), but within five (5) days of after the Termination it shall pay to Executive his full base salary through the Termination, to the extent not theretofore paid, plus a lump sum amount (the "“Special Severance Payment"”) equal to the product (discounted to then present value on the basis of a rate of seven percent (7%) per annum) of his annual base salary specified in Paragraph 7(a2(a) hereof multiplied by the number of years and any portion thereof remaining in the Three-Year Period (or if the balance of the Three-Year year Period after Termination is less than one year, for one year (such one year period is year, [hereinafter called the "“Extended Period")”]). Specified Benefits to which Executive was entitled immediately prior to Termination shall continue until the end of the Three-Year Period (or the Extended Period, if applicable); provided that that: (a) if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive after Termination, then KCSI DST shall pay to Executive within five (5) days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received if Executive had been fully vested in maximum benefits available to Executive (regardless of any limitations based on the earnings or performance of KCSI) and a continuing participant in such plan to the end of the Three-Year Period or the Extended Period, if applicable; (b) if Executive obtains new employment following Termination, then following any waiting period applicable to participation in any plan of the new employer, Executive shall continue to be entitled to receive benefits pursuant to this sentence only to the extent such benefits would exceed those available to Executive under comparable plans of the Executive’s new employer (but Executive shall not be required to repay any amounts then already received by him); and (c) Executive shall receive in a lump sum the aggregate amount of the Annual Incentives that would have been payable if DST had met Target goals for each year of the Three-Year Period or, if applicable, the Extended Period (prorated for the final performance year if the Three-Year Period or the Extended Period, as the case may be, ends partially through such performance year); provided that the Annual Incentive for the performance period in which Executive’s employment terminated shall be paid on the payment due date as provided in the DST Annual Incentive Program. (f)To the extent required by Code Section 409A and guidance issued thereunder, such award shall be deferred in accordance with any applicable deferral requirements and elections in place with respect to such award and, to the extent deferred, such award shall be paid pursuant to the terms of deferral procedures in effect with respect to the DST Annual Incentive Program from time to time.

Termination After Control Change Date. Notwithstanding any other provision of this Paragraph 7, at any time after the Control Change Date, KCSI may, through its Board, may terminate the employment of Executive (the "Termination"), but unless such Termination is for Cause as defined in subparagraph (g) or for disability, within five (5) days of the Termination it KCSI shall pay to Executive his full base salary through the Termination, to the extent not theretofore paid, plus a lump sum amount (the "Special Severance Payment") equal to the product (discounted to the then present value on the basis of a rate of seven percent (7%) per annum) of (i) 180% of his annual base salary specified in Paragraph 7(a) hereof multiplied by the number of years (ii) Two; and any portion thereof remaining in the Three-Year Period (or if the balance of the Three-Year Period after Termination is less than one year, for one year (such one year period is hereinafter called the "Extended Period")). Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the Three3-Year Period year period (or "Benefits Period") beginning on the Extended Period, if applicable); provided that if date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive after Termination, then KCSI shall pay to Executive within five (5) days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received under such plan if Executive had been fully vested in maximum the average annual contributions or benefits available in effect for the three plan years ending prior to Executive the Control Change Date (regardless of any limitations based on the earnings or performance of KCSIKCSI or Railway) and a continuing participant in such plan to the end of the Three-Year Period or Benefits Period. Following the Extended end of the Benefits Period, if applicable. KCSI shall continue to provide to the Executive and the Executive's family the following benefits (f"Post-Period Benefits"): (1) prior to the Executive's attainment of age sixty (60),

Termination After Control Change Date. Notwithstanding any other ------------------------------------- provision of this Paragraph 7, at any time after the Control Change Date, KCSI may, through its Board, Railway may terminate the employment of Executive (the "Termination"), but unless such Termination is for Cause as defined in subparagraph (g) or for disability, within five (5) days of the Termination it Railway shall pay to Executive his full base salary through the Termination, to the extent not theretofore paid, plus a lump sum amount (the "Special Severance Payment") equal to the product (discounted to the then present value on the basis of a rate of seven percent (7%) per annum) of (i) 180% of his annual base salary specified in Paragraph 7(a) hereof multiplied by the number of years (ii) Two; and any portion thereof remaining in the Three-Year Period (or if the balance of the Three-Year Period after Termination is less than one year, for one year (such one year period is hereinafter called the "Extended Period")). Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the Three3-Year Period year period (or "Benefits Period") beginning on the Extended Period, if applicable); provided that if date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive after Termination, then KCSI Railway shall pay to Executive within five (5) days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received under such plan if Executive had been fully vested in maximum the average annual contributions or benefits available in effect for the three plan years ending prior to Executive the Control Change Date (regardless of any limitations based on the earnings or performance of KCSIKCSI or Railway) and a continuing participant in such plan to the end of the Three-Year Period or Benefits Period. Following the Extended end of the Benefits Period, if applicable. (f)Railway shall continue to provide to the Executive and the Executive's

Termination After Control Change Date. Notwithstanding any other provision of this Paragraph 7, at any time after the Control Change Date, KCSI may, through its Board, Railway may terminate the employment of Executive (the "Termination"), but unless such Termination is for Cause as defined in subparagraph (g) or for disability, within five (5) days of the Termination it Railway shall pay to Executive his full base salary through the Termination, to the extent not theretofore paid, plus a lump sum amount (the "Special Severance Payment") equal to the product (discounted to the then present value on the basis of a rate of seven percent (7%) per annum) of (i) 160% of his annual base salary specified in Paragraph 7(a) hereof multiplied by the number of years (ii) Two; and any portion thereof remaining in the Three-Year Period (or if the balance of the Three-Year Period after Termination is less than one year, for one year (such one year period is hereinafter called the "Extended Period")). Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the Three3-Year Period year period (or "Benefits Period") beginning on the Extended Period, if applicable); provided that if date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive after Termination, then KCSI Railway shall pay to Executive within five (5) days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received under such plan if Executive had been fully vested in maximum the average annual contributions or benefits available in effect for the three plan years ending prior to Executive the Control Change Date (regardless of any limitations based on the earnings or performance of KCSIKCSI or Railway) and a continuing participant in such plan to the end of the Three-Year Period or Benefits Period. Following the Extended end of the Benefits Period, if applicable. (f)Railway shall continue to provide to the Executive and the Executive's Exhibit 10.15

Termination After Control Change Date. Notwithstanding any other provision of this Paragraph 7, at any time after the Control Change Date, KCSI DST may, through its Board, terminate the employment of Executive (the "“Termination"”), but within five (5) days of the Termination it shall pay to Executive his full base salary through the Termination, to the extent not theretofore paid, plus a lump sum amount (the "“Special Severance Payment"”) equal to the product (discounted to then present value on the basis of a rate of seven percent (7%) 7.5% per annum) of his annual base salary specified in Paragraph 7(a) hereof multiplied by the number of years and any portion thereof remaining in the Three-Year Period (or if the balance of the Three-Year Period after Termination is less than one year, for one year (such one year period is year, [hereinafter called the "“Extended Period")”]). Specified Benefits to which Executive was entitled immediately prior to Termination shall continue until the end of the Three-Year Period (or the Extended Period, if applicable); provided that that: (a) if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive after Termination, then KCSI DST shall pay to Executive within five (5) days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received if Executive had been fully vested in maximum benefits available to Executive (regardless of any limitations based on the earnings or performance of KCSI) and a continuing participant in such plan to the end of the Three-Year Period or the Extended Period, if applicable. ; and (fb) if Executive obtains new employment following Termination, then following any waiting period applicable to participation in any plan of the new employer, Executive shall continue to be entitled to receive benefits pursuant to this sentence only to the extent such benefits would exceed those available to Executive under comparable plans of the Executive’s new employer (but Executive shall not be required to repay any amounts then already received by him).

Termination After Control Change Date. Notwithstanding any other ------------------------------------- provision of this Paragraph 7, at any time after the Control Change Date, KCSI may, through its Board, may terminate the employment of Executive (the "Termination"), but unless such Termination is for Cause as defined in subparagraph (g) or for disability, within five (5) days of the Termination it KCSI shall pay to Executive his full base salary through the Termination, to the extent not theretofore paid, plus a lump sum amount (the "Special Severance Payment") equal to the product (discounted to the then present value on the basis of a rate of seven percent (7%) per annum) of (i) 175% of his annual base salary specified in Paragraph 7(a) hereof multiplied by the number of years (ii) Three; and any portion thereof remaining in the Three-Year Period (or if the balance of the Three-Year Period after Termination is less than one year, for one year (such one year period is hereinafter called the "Extended Period")). Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the Three3-Year Period year period (or "Benefits Period") beginning on the Extended Period, if applicable); provided that if date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive after Termination, then KCSI shall pay to Executive within five (5) days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received under such plan if Executive had been fully vested in maximum the average annual contributions or benefits available in effect for the three plan years ending prior to Executive the Control Change Date (regardless of any limitations based on the earnings or performance of KCSIKCSI or Railway) and a continuing participant in such plan to the end of the Three-Year Period or Benefits Period. Following the Extended end of the Benefits Period, if applicable. KCSI shall continue to provide to the Executive and the Executive's family the following benefits (f"Post-Period Benefits"): (1) prior to the Executive's attainment of age sixty (60),

Termination After Control Change Date. Notwithstanding any other provision of this Paragraph 7, at any time after the Control Change Date, KCSI DST may, through its Board, terminate the employment of Executive (the "Termination"), but within five (5) days of the Termination it shall pay to Executive his full base salary through the Termination, to the extent not theretofore paid, plus a lump sum amount (the "Special Severance Payment") equal to the product (discounted to then present value on the basis of a rate of seven percent (7%) 7.5% per annum) of his annual base salary specified in Paragraph 7(a) hereof multiplied by the number of years and any portion thereof remaining in the Three-Year Period (or if the balance of the Three-Year year Period after Termination is less than one year, for one year (such one year period is year, [hereinafter called the "Extended Period")]). Specified Benefits to which Executive was entitled immediately prior to Termination shall continue until the end of the Three-Year Period (or the Extended Period, if applicable); provided that that: (a) if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive after Termination, then KCSI DST shall pay to Executive within five (5) days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received if Executive had been fully vested in maximum benefits available to Executive (regardless of any limitations based on the earnings or performance of KCSI) and a continuing participant in such plan to the end of the Three-Year Period or the Extended Period, if applicable. ; and (fb) if Executive obtains new employment following Termination, then following any waiting period applicable to participation in any plan of the new employer, Executive shall continue to be entitled to receive benefits pursuant to this sentence only to the extent such benefits would exceed those available to Executive under comparable plans of the Executive's new employer (but Executive shall not be required to repay any amounts then already received by him).

Termination After Control Change Date. Notwithstanding any other provision of this Paragraph 7, at any time after the Control Change Date, KCSI DST may, through its Board, terminate the employment of Executive (the "Termination"), but within five (5) days of after the Termination it shall pay to Executive his full base salary Base Salary through the Termination, to the extent not theretofore paid, plus a lump sum amount (the "Special Severance Payment") equal to the product (discounted to then present value on the basis of a rate of seven percent (7%) per annum) of his annual base salary Base Salary specified in Paragraph 7(a) hereof multiplied by the number of years and any portion thereof remaining in the Three-Year Period (or or, if the balance of the Three-Year Period after Termination is less than one year, for a period of one year from the Control Change Date (such one year period is hereinafter called the "Extended Period")" ). Specified Benefits to which Executive was entitled immediately prior to Termination shall continue until the end of the Three-Year Period (or or, if applicable, the Extended Period, if applicable); provided that that: (a) if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive after Termination, then KCSI DST shall pay to Executive within five (5) days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received if Executive had been fully vested in maximum benefits available to Executive (regardless of any limitations based on the earnings or performance of KCSI) and had been a continuing participant in such plan to the end of the Three-Year Period or, if applicable, the Extended Period (with the amount for health and life insurance coverage calculated as provided in Section 4(d)(ii) except basing the calculation on the Three-Year Period or, if applicable, the Extended Period); (b) if Executive obtains new employment following Termination, then following any waiting period applicable to participation in any plan of the new employer, Executive shall continue to be entitled to receive benefits pursuant to this sentence only to the extent such benefits would exceed those available to Executive under comparable plans of the Executive's new employer (but Executive shall not be required to repay any amounts then already received by him), and (c) Executive shall receive in a lump sum the aggregate amount of the Annual Incentives that would have been payable if DST had met Target goals for each year of the Three-Year Period or, if applicable, the Extended Period (prorated for the final performance year if the Three-Year Period or the Extended Period, if applicableas the case may be, ends partially through such performance year); provided that the Annual Incentive for the performance period in which Executive's employment terminated shall be paid on the payment due date as provided in the DST Annual Incentive Program. (f)To the extent required by Code Section 409A and guidance issued thereunder, such award shall be deferred in accordance with any applicable deferral requirements and elections in place with respect to such award and, to the extent deferred, such award shall be paid pursuant to the terms of deferral procedures in effect with respect to the DST Annual Incentive Program from time to time.

Termination After Control Change Date. Notwithstanding any other provision of this Paragraph 7, at any time after the Control Change Date, KCSI may, through its Board, Stilwell may terminate the employment of Executive (the "TerminationTerminatiox"), but xxx unless such Termination is for Cause as defined in subparagraph (g) or for disability, within five (5) business days of the Termination it Stilwell shall pay to Executive his full base salary Base Salary through the TerminationTexxxxxxxxn, to the extent not theretofore paid, plus a lump sum amount (the "Special Severance Payment") equal to the product (discounted to the then present value on the basis of a rate of seven five percent (75%) per annum) of his annual base salary (i) 175% of Base Salary specified in Paragraph 7(a) hereof multiplied by the number of years (ii) three, and any portion thereof remaining in the Three-Year Period (or if the balance of the Three-Year Period after Termination is less than one year, for one year (such one year period is hereinafter called the "Extended Period")). Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the Three-Year Period three (or 3) year period ("Benefits Period") beginning on the Extended Period, if applicable); provided that if date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by Executive after Termination, then KCSI Stilwell shall pay to Executive within five (5) business days after Termination Xxxxxxxtion a lump sum payment equal to the amount of Specified Benefits Executive would have received under such plan if Executive had been fully vested in maximum the average annual contributions or benefits available in effect for the three plan years ending prior to Executive the Control Change Date (regardless of any limitations based on the earnings or performance of KCSIStilwell) and a continuing participant in such plan to the end of txx Xxxxxits Period. Following the Three-Year Period or the Extended Period, if applicable. (f)end of the