Common use of Gross-Up Provision Clause in Contracts

Gross-Up Provision. If any portion of any payments received by Executive from KCSI on or after the Control Change Date (whether payable pursuant to the terms of this Agreement or any other plan, agreement or arrangement with KCSI or any person whose actions result in a Change of Control of KCSI), shall be subject to the tax imposed by Section 4999 of the Internal Revenue Code of 1986, as amended, or any successor statutory provision ("Parachute Payments"), KCSI shall pay to Executive, within five (5) days of Executive's Termination or Resignation such additional amounts as are necessary so that, after taking into account any tax imposed by such Section 4999 or any successor statutory provision on any such Parachute Payments (as well as any income tax or Section 4999 tax on payments made pursuant to this sentence), Executive is in the same after-tax position that Executive would have been in if such Section 4999 or any successor statutory provision did not apply and no payments were made pursuant to this sentence.

Gross-Up Provision. If any portion of any payments received by Executive from KCSI Railway on or after the Control Change Date (whether payable pursuant to the terms of this Agreement or any other plan, agreement or arrangement with KCSI Railway or any person whose actions result in a Change of Control of KCSI), shall be subject to the tax imposed by Section 4999 of the Internal Revenue Code of 1986, as amended, or any successor statutory provision ("Parachute Payments"), KCSI Railway shall pay to Executive, within five (5) days of Executive's Termination or Resignation such additional amounts as are necessary so that, after taking into account any tax imposed by such Section 4999 or any successor statutory provision on any such Parachute Payments (as well as any income tax or Section 4999 tax on payments made pursuant to this sentence), Executive is in the same after-tax position that Executive would have been in if such Section 4999 or any successor statutory provision did not apply and no payments were made pursuant to this sentence.