0001047469-09-001892 Sample Contracts

AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • February 26th, 2009 • Janus Capital Group Inc • Investment advice • Delaware

WHEREAS, the Company considers it essential to the best interests of the Company to foster the continued employment of key personnel; and

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AMENDED SEVERANCE LETTER AGREEMENT
Janus Capital Group Inc • February 26th, 2009 • Investment advice • Colorado

On December 29, 2004, Janus Management Holdings Corporation (the "Company"), a wholly owned subsidiary of Janus Capital Group Inc. ("Janus"") entered into a letter agreement with you describing severance benefits you will receive in the event your employment with the Company is terminated under certain circumstances described below (the "Letter Agreement"). To comply with the requirements of Section 409A of the Internal Revenue Code and the regulations thereunder ("Section 409A"), Janus is hereby amending and restating that Letter Agreement as set forth in this revised agreement. For purposes of this agreement, "Company" shall include all parent companies, subsidiaries and affiliates of Janus Management Holdings Corporation.

AMENDED AND RESTATED CHANGE OF CONTROL AGREEMENT
Change of Control Agreement • February 26th, 2009 • Janus Capital Group Inc • Investment advice • Delaware

AGREEMENT, dated as of the 1st day of October 2008 (this "Agreement"), by and between Janus Capital Group Inc., a Delaware corporation (the "Company"), and Robin C. Beery (the "Executive").

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