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, Xxxxxxxx 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 Xxxxxxxx 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) multiplied by (ii) three, and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx and their families, as the same may be modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of Xxxxxxxx, 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, Xxxxxxxx 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 Xxxxxxxx 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) 175% of his annual base salary specified in Paragraph 7(a) multiplied by (ii) three, Three; and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("“Benefits Period"”) beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by by Executive after Termination, then 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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control Change Date (regardless of any limitations based on the earnings or performance of KCS, or Railway) and a continuing participant in such plan to the end of the Benefits Period. Following the end of the Benefits Period, Railway shall continue to provide to the Executive and the Executive’s family the following benefits (“Post-Period Benefits”): (1) prior to the Executive's ’s attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx Railway) and their families, as the same may be modified from time to time, and (2) following the Executive's ’s attainment of age sixty (60) (and without regard to the Executive's ’s period of service with Xxxxxxxx), Railway) health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx Railway and their families, as families immediately prior to the same may be modified from time to timeChange of Control. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as executives immediately prior to the same may be modified from time to timeChange of Control. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) ), required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's ’s rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxRailway, 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, Xxxxxxxx may DST may, through its Board, 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 Xxxxxxxx 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 the then present value on the basis of a rate of seven percent (7%) per annum) of (i) 175% 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 a period of one year from the Control Change Date (ii) three, and 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 3Three-year period Year Period or, if applicable, the Extended Period; provided that: ("Benefits Period"a) beginning on the date of Termination. If if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by by Executive after Termination, then DST shall pay to Executive within five (15) prior days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received if Executive had been fully vested 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 attainment of age sixty new employer (60but Executive shall not be required to repay any amounts then already received by him), healthand (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, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx and their familiesif applicable, the Extended Period (prorated for the final performance year if the Three-Year Period or the Extended Period, as the same case may be modified from time to timebe, ends partially through such performance year and (2) following with the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required deferred portion to be provided paid in cash, all as Post-Period Benefits under this set forth in Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of Xxxxxxxx, in its sole and absolute discretion, to at any time amend, modify or terminate health, prescription or dental benefits for active or retired employees generally4(d)(ii)).

Termination After Control Change Date. Notwithstanding any other ------------------------------------- provision of this Paragraph 7, at any time after the Control Change Date, Xxxxxxxx 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 Xxxxxxxx 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) 175167.67% of his annual base salary specified in Paragraph 7(a) multiplied by (ii) three, Three; and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byby Executive after Termination, then 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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control Change Date (regardless of any limitations based on the earnings or performance of KCSI, KCSL or Railway) and a continuing participant in such plan to the end of the Benefits Period. Following the end of the Benefits Period, Railway shall continue to provide to the Executive and the Executive's family the following benefits ("Post-Period Benefits"): (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx Railway) and their families, as the same may be modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), Railway) health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx Railway and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) ), required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxRailway, 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, Xxxxxxxx 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 Xxxxxxxx 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) multiplied by (ii) three, and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byby Executive after Termination, then Xxxxxxxx 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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control Change Date (regardless of any limitations based on the earnings or performance of Xxxxxxxx) and a continuing participant in such plan to the end of the Benefits Period. Following the end of the Benefits Period, Xxxxxxxx shall continue to provide to the Executive and the Executive's family the following benefits ("Post-Period Benefits"): (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx and their families, as the same may be modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of Xxxxxxxx, 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, Xxxxxxxx KCSI 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 Xxxxxxxx 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) multiplied by (ii) three, three and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byby 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 the average annual contributions or benefits in effect for the three plan years ending prior to 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 Benefits Period. Following the end of the Benefits Period, KCSI shall continue to provide to the Executive and the Executive's family the following benefits ("Post-Period Benefits"): (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx KCSI and their families, as the same may be modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with XxxxxxxxKCSI), health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx KCSI and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxKCSI, 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, Xxxxxxxx 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 Xxxxxxxx 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) multiplied by (ii) threetwo, and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx and their families, as the same may be modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of Xxxxxxxx, 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, Xxxxxxxx KCSI 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 Xxxxxxxx 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) 175166.67% of his annual base salary specified in Paragraph 7(a) multiplied by (ii) three, Three and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byby 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 the average annual contributions or benefits in effect for the three plan years ending prior to 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 Benefits Period. Following the end of the Benefits Period, KCSI shall continue to provide to the Executive and the Executive's family the following benefits ("Post-Period Benefits"): (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx KCSI and their families, as the same may be modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with XxxxxxxxKCSI), health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx KCSI and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxKCSI, 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, Xxxxxxxx KCSL 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 Xxxxxxxx KCSL 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) multiplied by (ii) three, Three; and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byby Executive after Termination, then KCSL 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 the average annual contributions or benefits in (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx KCSL) and their families, as the same may be modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), KCSL) health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx KCSL and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) ), required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxKCSL, 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, Xxxxxxxx KCSI 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 Xxxxxxxx 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) 175160% of his annual base salary specified in Paragraph 7(a) multiplied by (ii) three, Two; and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("“Benefits Period"”) beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by 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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control Change Date (regardless of any limitations based on the earnings or performance of KCSI or Railway) and a continuing participant in such plan to the end of the Benefits Period. Following the end of the Benefits Period, KCSI shall continue to provide to the Executive and the Executive’s family the following benefits (“Post-Period Benefits”): (1) prior to the Executive's ’s attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx KCSI) and their families, as the same may be modified from time to time, and (2) following the Executive's ’s attainment of age sixty (60) (and without regard to the Executive's ’s period of service with Xxxxxxxx), KCSI) health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx KCSI and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) ), required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's ’s rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxKCSI, 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, Xxxxxxxx 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 Xxxxxxxx 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) multiplied by (ii) threetwo, and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx and their families, as the same may be modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of Xxxxxxxx, 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, Xxxxxxxx Stilwell may terminate the employment of Executive ox Xxxxxxive (the "Termination"), but unless such Termination is for Cause as defined in subparagraph (g) or for disability, within five (5) days of the Termination Xxxxxxxx Stilwell shall pay to Executive his full base salary fulx xxxx xalary 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) multiplied by (ii) three, three and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byby Executive after Termination, then Stilwell shall pay to Executive within xxxx (0) 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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control Change Date (regardless of any limitations based on the earnings or performance of Stilwell) and a continuing participant xx xxxx plan to the end of the Benefits Period. Following the end of the Benefits Period, Stilwell shall continue to provide to txx Xxxxxtive and the Executive's family the following benefits ("Post-Period Benefits"): (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx Stilwell and their families, as the same may be samx xxx xx modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with XxxxxxxxStilwell), health and prescription benefits equivalent benexxxx xxxivalent to those then applicable to retired peer executives of Xxxxxxxx Stilwell and their families, as the same may be samx xxx xx modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-post- termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxStilwell, in its sole and absolute discretiondiscxxxxxx, 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, Xxxxxxxx Stilwell may terminate the employment empxxxxxxx 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 Xxxxxxxx Stilwell shall pay to Executive his full Executivx xxx xxll 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) multiplied by (ii) three, _____ and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byby Executive after Termination, then Stilwell shall pay to Executivx xxxxxx 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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control Change Date (regardless of any limitations based on the earnings or performance of Stilwell) and a continuing parxxxxxxxx in such plan to the end of the Benefits Period. Following the end of the Benefits Period, Stilwell shall continue to proxxxx xx the Executive and the Executive's family the following benefits ("Post-Period Benefits"): (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx Stilwell and their families, as the same ax xxx xxme may be modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with XxxxxxxxStilwell), health and prescription benefits prescripxxxx xxxefits equivalent to those then applicable to retired peer executives of Xxxxxxxx Stilwell and their families, as the same ax xxx xxme may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-post- termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxStilwell, in its sole and absolute discretionabsoxxxx xxxcretion, 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, Xxxxxxxx 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 Xxxxxxxx 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) 175% of his annual base salary specified in Paragraph 7(a) multiplied by (ii) three, and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byto (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx Railway) and their families, as the same may be modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), Railway) health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx Railway and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) ), required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxRailway, 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, Xxxxxxxx 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 Xxxxxxxx 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) multiplied by (ii) three______, and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byby Executive after Termination, then Xxxxxxxx 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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control Change Date (regardless of any limitations based on the earnings or performance of Xxxxxxxx) and a continuing participant in such plan to the end of the Benefits Period. Following the end of the Benefits Period, Xxxxxxxx shall continue to provide to the Executive and the Executive's family the following benefits ("Post-Period Benefits"): (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx and their families, as the same may be modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-post- termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of Xxxxxxxx, 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, Xxxxxxxx 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 Xxxxxxxx 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) 175160% of his annual base salary specified in Paragraph 7(a) multiplied by (ii) three, Two; and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("“Benefits Period"”) beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byby Executive after Termination, then Railway shall pay to Executive within five (5) days after (1) prior to the Executive's ’s attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx Railway) and their families, as the same may be modified from time to time, and (2) following the Executive's ’s attainment of age sixty (60) (and without regard to the Executive's ’s period of service with Xxxxxxxx), Railway) health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx Railway and their families, as families immediately prior to the same may be modified from time to timeChange of Control. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as executives immediately prior to the same may be modified from time to timeChange of Control. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) ), required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's ’s rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxRailway, 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, Xxxxxxxx KCSL 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 Xxxxxxxx KCSL 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) 175180% of his annual base salary specified in Paragraph 7(a) multiplied by (ii) three, Two; and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byby Executive after Termination, then KCSL 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 the average annual contributions or benefits in (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx KCSL) and their families, as the same may be modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), KCSL) health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx KCSL and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) ), required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxKCSL, 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, Xxxxxxxx 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) business days of the Termination Xxxxxxxx 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 the then present value on the basis of a rate of seven five percent (75%) per annum) of (i) 175% of his annual base salary Base Salary specified in Paragraph 7(a) multiplied by (ii) three, and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the three (3-) year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byby Executive after Termination, then Xxxxxxxx shall pay to Executive within five (5) business 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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx and their families, as the same may be modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 4980B of the Internal Revenue Code (the "Code"). Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of Xxxxxxxx, 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, Xxxxxxxx KCS 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 Xxxxxxxx KCS 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 of: (i) 175160% of his annual base salary specified in Paragraph 7(a) multiplied by (ii) three, Two; and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("“Benefits Period"”) beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by by Executive after Termination, then KCS 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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control Change Date (regardless of any limitations based on the earnings or performance of KCS, or Railway) and a continuing participant in such plan to the end of the Benefits Period. Following the end of the Benefits Period, KCS shall continue to provide to the Executive and the Executive’s family the following benefits (“Post-Period Benefits”): (1) prior to the Executive's ’s attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx KCS) and their families, as the same may be modified from time to time, and (2) following the Executive's ’s attainment of age sixty (60) (and without regard to the Executive's ’s period of service with Xxxxxxxx), KCS) health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx KCS and their families, as families immediately prior to the same may be modified from time to timeChange of Control. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as executives immediately prior to the same may be modified from time to timeChange of Control. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) ), required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's ’s rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxKCS, 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, Xxxxxxxx KCS 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 Xxxxxxxx KCS 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 of: (i) 175% of his annual base salary specified in Paragraph 7(a) multiplied by (ii) three, Three; and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("“Benefits Period"”) beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by by Executive after Termination, then KCS 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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control Change Date (regardless of any limitations based on the earnings or performance of KCS, or Railway) and a continuing participant in such plan to the end of the Benefits Period. Following the end of the Benefits Period, KCS shall continue to provide to the Executive and the Executive’s family the following benefits (“Post-Period Benefits”): (1) prior to the Executive's ’s attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx KCS) and their families, as the same may be modified from time to time, and (2) following the Executive's ’s attainment of age sixty (60) (and without regard to the Executive's ’s period of service with Xxxxxxxx), KCS) health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx KCS and their families, as families immediately prior to the same may be modified from time to timeChange of Control. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as executives immediately prior to the same may be modified from time to timeChange of Control. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) ), required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's ’s rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxKCS, 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, Xxxxxxxx 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 Xxxxxxxx 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) 175167.67% of his annual base salary specified in Paragraph 7(a) multiplied by (ii) three, Three; and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byby Executive after Termination, then 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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control Change (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx Railway) and their families, as the same may be modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), Railway) health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx Railway and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) ), required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxRailway, 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 75, at any time after the Control Change Date, Xxxxxxxx may Company may, with approval of the DST Board, terminate the employment of Executive Employee (the "“Termination"”), but unless such Termination is for Cause as defined in subparagraph (g) or for disability, within five (5) days of the Termination Xxxxxxxx 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 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) Base Salary 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 a period of one year from the Control Change Date (ii) three, and the “Extended Period”). Specified Benefits (excluding any incentive compensation) to which Executive Employee was entitled immediately prior to Termination shall continue until the end of the 3Three-year period Year Period or, if applicable, the Extended Period; provided that: ("Benefits Period"a) beginning on the date of Termination. If if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by by Employee after Termination, then DST shall pay to Employee within five (15) prior days after Termination a lump sum payment equal to the Executive's attainment amount of age sixty Specified Benefits Employee would have received if Employee had been fully vested and had been a continuing participant in such plan to the end of the Three-Year Period or, if applicable, the Extended Period (60with 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), healthand (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, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx and their familiesif applicable, the Extended Period (prorated for the final performance year if the Three-Year Period or the Extended Period, as the same case may be modified from time to timebe, ends partially through such performance year and (2) following with the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required deferred portion to be provided paid in cash, all as Post-Period Benefits under this set forth in Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of Xxxxxxxx, in its sole and absolute discretion, to at any time amend, modify or terminate health, prescription or dental benefits for active or retired employees generally4.5).

Termination After Control Change Date. Notwithstanding any other ------------------------------------- provision of this Paragraph 7, at any time after the Control Change Date, Xxxxxxxx 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 Xxxxxxxx shall pay to Executive his her 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 her annual base salary specified in Paragraph 7(a) multiplied by (ii) threetwo, and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx and their families, as the same may be modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of Xxxxxxxx, 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 75, at any time after the Control Change Date, Xxxxxxxx may Company may, with approval of the DST Board, terminate the employment of Executive Employee (the "Termination"), but unless such Termination is for Cause as defined in subparagraph (g) or for disability, within five (5) days of after the Termination Xxxxxxxx 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 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) Base Salary 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 a period of one year from the Control Change Date (ii) three, and the "Extended Period"). Specified Benefits (excluding any incentive compensation) to which Executive Employee was entitled immediately prior to Termination shall continue until the end of the 3Three-year period Year Period or if applicable, the Extended Period; provided that: ("Benefits Period"a) beginning on the date of Termination. If if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by by Employee after Termination, then DST shall pay to Employee within five (15) prior days after Termination a lump sum payment equal to the Executiveamount of Specified Benefits Employee would have received if Employee had been fully vested 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 attainment of age sixty new employer (60but Employee shall not be required to repay any amounts then already received by him), healthand (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, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx and their familiesif applicable, the Extended Period (prorated for the final performance year if the Three-Year Period or the Extended Period, as the same 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 modified paid on the payment due date as provided in the DST Annual Incentive Program. 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, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of Xxxxxxxx, 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, Xxxxxxxx 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 Xxxxxxxx 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) 175% of his annual base salary specified in Paragraph 7(a) multiplied by (ii) three, Three; and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by by Executive after Termination, then 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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control Change Date (regardless of any limitations based on the earnings or performance of KCSI or Railway) and a continuing participant in such plan to the end of the Benefits Period. Following the end of the Benefits Period, Railway shall continue to provide to the Executive and the Executive's family the following benefits ("Post-Period Benefits"): (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx Railway) and their families, as the same may be modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), Railway) health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx Railway and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) ), required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxRailway, 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, Xxxxxxxx Stilwell may terminate the employment of Executive ox Xxxxxxive (the "Termination"), but unless such Termination is for Cause as defined in subparagraph (g) or for disability, within five (5) days of the Termination Xxxxxxxx Stilwell shall pay to Executive his full base salary fulx xxxx xalary 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) 175160% of his annual base salary specified in Paragraph 7(a) multiplied by (ii) three, two and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byby Executive after Termination, then Stilwell shall pay to Executive within xxxx (0) 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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control Change Date (regardless of any limitations based on the earnings or performance of Stilwell) and a continuing participant xx xxxx plan to the end of the Benefits Period. Following the end of the Benefits Period, Stilwell shall continue to provide to txx Xxxxxtive and the Executive's family the following benefits ("Post-Period Benefits"): (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx Stilwell and their families, as the same may be samx xxx xx modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with XxxxxxxxStilwell), health and prescription benefits equivalent benexxxx xxxivalent to those then applicable to retired peer executives of Xxxxxxxx Stilwell and their families, as the same may be samx xxx xx modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-post- termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxStilwell, in its sole and absolute discretiondiscxxxxxx, 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, Xxxxxxxx Stilwell may terminate the employment of emploxxxxx xx 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 Xxxxxxxx Stilwell shall pay to Executive his full xxx xxxx 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) multiplied by (ii) three________, and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byby Executive after Termination, then Stilwell shall pay to Executive xxxxxx xive (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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control Change Date (regardless of any limitations based on the earnings or performance of Stilwell) and a continuing partixxxxxx xn such plan to the end of the Benefits Period. Following the end of the Benefits Period, Stilwell shall continue to provixx xx xxe Executive and the Executive's family the following benefits ("Post-Period Benefits"): (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx Stilwell and their families, as the same xxx xxxx may be modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with XxxxxxxxStilwell), health and prescription benefits prescriptixx xxxxxits equivalent to those then applicable to retired peer executives of Xxxxxxxx Stilwell and their families, as the same xxx xxxx may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-post- termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxStilwell, in its sole and absolute discretionabsoluxx xxxxxetion, 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, Xxxxxxxx may DST may, through its Board, 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 after the Termination Xxxxxxxx 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 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(a2(a) hereof multiplied by the number of years and any portion thereof remaining in the Three-Year Period (ii) threeor if the balance of the Three-year Period after Termination is less than one year, and for one year, [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 3Three-year period Year Period ("Benefits or the Extended Period", if applicable); provided that: (a) beginning on the date of Termination. If if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by by Executive after Termination, then DST shall pay to Executive within five (15) prior days after Termination a lump sum payment equal to the Executive's attainment amount of age sixty Specified Benefits Executive would have received if Executive had been fully vested and a continuing participant in such plan to the end of the Three-Year Period or the Extended Period, if applicable; (60)b) if Executive obtains new employment following Termination, health, prescription and dental benefits equivalent to those then following any waiting period applicable to active peer executives participation in any plan of Xxxxxxxx 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 their families(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 same 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 modified paid on the payment due date as provided in the DST Annual Incentive Program. 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, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of Xxxxxxxx, 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, Xxxxxxxx Stilwell may terminate the employment of Executive (the "TerminationTexxxxxxxxn"), but unless such Termination is for Cause as defined in subparagraph (g) or for disability, within five (5) business days of the Termination Xxxxxxxx Stilwell shall pay to Executive his full base salary through the TerminationBase Salary througx xxx Xxrmination, 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 (i) 175% of his annual base salary Base Salary specified in Paragraph 7(a) multiplied by (ii) three, and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the three (3-) year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byby Executive after Termination, then Stilwell shall pay to Executive within five (5) business daxx xxxxx 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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control Change Date (regardless of any limitations based on the earnings or performance of Stilwell) and a continuing participant in such plan to the xxx xx xhe Benefits Period. Following the end of the Benefits Period, Stilwell shall continue to provide to Executive and Executixx'x xxxily the following benefits ("Post-Period Benefits"): (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx Stilwell and their families, as the same may be modified from time frxx xxxx to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with XxxxxxxxStilwell), health and prescription benefits equivalent to those then txxxx xxxn applicable to retired peer executives of Xxxxxxxx Stilwell and their families, as the same may be modified from time frxx xxxx to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 4980B of the Internal Revenue Code (the "Code"). Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxStilwell, in its sole and absolute discretion, to at any time amendtixx xxxxx, 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, Xxxxxxxx Stilwell may terminate the employment of Executive (the "Termination"), but xxx unless such Termination is for Cause as defined in subparagraph (g) or for disability, within five (5) business days of the Termination Xxxxxxxx Stilwell shall pay to Executive his her full base salary Base Salary through the TerminationTerxxxxxxxx, 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 (i) 175% of his annual base salary specified in Paragraph 7(a) multiplied by (ii) three, and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byper (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx Stilwell and their families, as the same may be modified from time to timetx xxxx, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with XxxxxxxxStilwell), health and prescription benefits equivalent to those then applicable xxxxxxxble to retired peer executives of Xxxxxxxx Stilwell and their families, as the same may be modified from time to timetx xxxx. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 4980B of the Internal Revenue Code (the "Code"). Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxStilwell, in its sole and absolute discretion, to at any time amend, modify xxxxxx 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, Xxxxxxxx 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 Xxxxxxxx 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) multiplied by (ii) three_____, and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byby Executive after Termination, then Xxxxxxxx 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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control Change Date (regardless of any limitations based on the earnings or performance of Xxxxxxxx) and a continuing participant in such plan to the end of the Benefits Period. Following the end of the Benefits Period, Xxxxxxxx shall continue to provide to the Executive and the Executive's family the following benefits ("Post-Period Benefits"): (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx and their families, as the same may be modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-post- termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of Xxxxxxxx, 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, Xxxxxxxx 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 Xxxxxxxx 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) 175160% of his annual base salary specified in Paragraph 7(a) multiplied by (ii) three, Two; and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("“Benefits Period"”) beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by by Executive after Termination, then 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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control Change Date (regardless of any limitations based on the earnings or performance of Railway or KCS) and a continuing participant in such plan to the end of the Benefits Period. Following the end of the Benefits Period, Railway shall continue to provide to the Executive and the Executive’s family the following benefits (“Post-Period Benefits”): (1) prior to the Executive's ’s attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx Railway) and their families, as the same may be modified from time to time, and (2) following the Executive's ’s attainment of age sixty (60) (and without regard to the Executive's ’s period of service with Xxxxxxxx), Railway) health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx Railway and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) ), required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's ’s rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxRailway, 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, Xxxxxxxx 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 Xxxxxxxx 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) 175% of his annual base salary specified in Paragraph 7(a) multiplied by (ii) three, Three; and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byBenefits (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx Railway) and their families, as the same may be modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), Railway) health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx Railway and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) ), required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxRailway, 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, Xxxxxxxx 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 Xxxxxxxx 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) 175166.67% of his annual base salary specified in Paragraph 7(a) multiplied by (ii) three, three and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byby Executive after Termination, then Xxxxxxxx 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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control Change Date (regardless of any limitations based on the earnings or performance of Xxxxxxxx) and a continuing participant in such plan to the end of the Benefits Period. Following the end of the Benefits Period, Xxxxxxxx shall continue to provide to the Executive and the Executive's family the following benefits ("Post- Period Benefits"): (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx and their families, as the same may be modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of Xxxxxxxx, 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, Xxxxxxxx Stilwell may terminate the employment emxxxxxxxx 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 Xxxxxxxx Stilwell shall pay to Executive his Executixx xxx 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) multiplied by (ii) three, and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3Three-year Year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byby Executive after Termination, then Stilwell shall pay to Executive xxxxxx 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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control Change Date (regardless of any limitations based on the earnings or performance of Stilwell) and a continuing pxxxxxxxxnt in such plan to the end of the Benefits Period. Following the end of the Benefits Period, Stilwell shall continue to proxxxx xx the Executive and the Executive's family the following benefits ("Post-Period Benefits"): (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx Stilwell and their families, as the same xxx xxxe may be modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with XxxxxxxxStilwell), health and prescription benefits prescripxxxx xxnefits equivalent to those then applicable to retired peer executives of Xxxxxxxx Stilwell and their families, as the same xx xxx xame may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxStilwell, in its sole and absolute discretionabsoxxxx xxxcretion, 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, Xxxxxxxx may DST may, with approval of the DST Board, 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 after the Termination Xxxxxxxx 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 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) Base Salary 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 a period of one year from the Control Change Date (ii) three, and 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 3Three-year period Year Period or, if applicable, the Extended Period; provided that: ("Benefits Period"a) beginning on the date of Termination. If if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by by Executive after Termination, then DST shall pay to Executive within five (15) prior days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received if Executive had been fully vested 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 attainment of age sixty ’s new employer (60but Executive shall not be required to repay any amounts then already received by him), healthand (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, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx and their familiesif applicable, the Extended Period (prorated for the final performance year if the Three-Year Period or the Extended Period, as the same 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 modified paid on the payment due date as provided in the DST Annual Incentive Program. 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, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of Xxxxxxxx, 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, Xxxxxxxx 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 Xxxxxxxx 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) 175160% of his annual base salary specified in Paragraph 7(a) multiplied by (ii) three, Two; and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("“Benefits Period"”) beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by by Executive after Termination, then 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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control Change Date (regardless of any limitations based on the earnings or performance of KCSI, KCSL or Railway) and a continuing participant in such plan to the end of the Benefits Period. Following the end of the Benefits Period, Railway shall continue to provide to the Executive and the Executive’s family the following benefits (“Post-Period Benefits”): (1) prior to the Executive's ’s attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx Railway) and their families, as the same may be modified from time to time, and (2) following the Executive's ’s attainment of age sixty (60) (and without regard to the Executive's ’s period of service with Xxxxxxxx), Railway) health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx Railway and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) ), required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's ’s rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxRailway, 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, Xxxxxxxx may DST may, through its Board, 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 after the Termination Xxxxxxxx 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 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(a2(a) hereof multiplied by the number of years and any portion thereof remaining in the Three-Year Period (ii) threeor if the balance of the Three-Year Period after Termination is less than one year, and for one year, [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 3Three-year period Year Period ("Benefits or the Extended Period", if applicable); provided that: (a) beginning on the date of Termination. If if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by by Executive after Termination, then DST shall pay to Executive within five (15) prior days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received if Executive had been fully vested 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 attainment 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 age sixty 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 (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx and their familiesprorated for the final performance year if the Three-Year Period or the Extended Period, as the same 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 modified paid on the payment due date as provided in the DST Annual Incentive Program. 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, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of Xxxxxxxx, 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, Xxxxxxxx may DST may, through its Board, 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 after the Termination Xxxxxxxx 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 the then present value on the basis of a rate of seven percent (7%) per annum) of (i) 175% 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 a period of one year from the Control Change Date (ii) three, and 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 3Three-year period Year Period or, if applicable, the Extended Period; provided that: ("Benefits Period"a) beginning on the date of Termination. If if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by by Executive after Termination, then DST shall pay to Executive within five (15) prior days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received if Executive had been fully vested 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 attainment of age sixty new employer (60but Executive shall not be required to repay any amounts then already received by him), healthand (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, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx and their familiesif applicable, the Extended Period (prorated for the final performance year if the Three-Year Period or the Extended Period, as the same 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 modified paid on the payment due date as provided in the DST Annual Incentive Program. 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, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of Xxxxxxxx, 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, Xxxxxxxx KCSI 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 Xxxxxxxx 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) 175160% of his annual base salary specified in Paragraph 7(a) multiplied by (ii) three, Two; and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("“Benefits Period"”) beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byon (1) prior to the Executive's ’s attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx KCSI) and their families, as the same may be modified from time to time, and (2) following the Executive's ’s attainment of age sixty (60) (and without regard to the Executive's ’s period of service with Xxxxxxxx), KCSI) health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx KCSI and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) ), required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's ’s rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-post- termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxKCSI, 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, Xxxxxxxx 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 Xxxxxxxx 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) 175160% of his annual base salary specified in Paragraph 7(a) multiplied by (ii) three, Two; and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("“Benefits Period"”) beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by by Executive after Termination, then 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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control Change Date (regardless of any limitations based on the earnings or performance of KCS, or Railway) and a continuing participant in such plan to the end of the Benefits Period. Following the end of the Benefits Period, Railway shall continue to provide to the Executive and the Executive’s family the following benefits (“Post-Period Benefits”): (1) prior to the Executive's ’s attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx Railway) and their families, as the same may be modified from time to time, and (2) following the Executive's ’s attainment of age sixty (60) (and without regard to the Executive's ’s period of service with Xxxxxxxx), Railway) health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx Railway and their families, as families immediately prior to the same may be modified from time to timeChange of Control. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as executives immediately prior to the same may be modified from time to timeChange of Control. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, 5 prescription or dental) ), required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's ’s rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxRailway, 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, Xxxxxxxx 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 Xxxxxxxx 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 (i) 175% of his annual base salary Base Salary specified in Paragraph 7(a) multiplied by (ii) three, and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the three (3-) year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byby Executive after Termination, then Stilwell shall pay to Executive within five (5) business days after 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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control Change Date (regardless of any limitations based on the earnings or performance of Stilwell) and a continuing participant in such plan to the end of txx Xxxxxits Period. Following the end of the (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx Stilwell and their families, as the same may be modified from time to timexx xxxx, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with XxxxxxxxStilwell), health and prescription benefits equivalent to those then applicable thex xxxxxxable to retired peer executives of Xxxxxxxx Stilwell and their families, as the same may be modified from time to timexx xxxx. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 4980B of the Internal Revenue Code (the "Code"). Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of XxxxxxxxStilwell, in its sole and absolute discretion, to at any time amend, modify xxxxxx 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, Xxxxxxxx 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 Xxxxxxxx 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) multiplied by (ii) three, three and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the 3-year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byby Executive after Termination, then Xxxxxxxx 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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control Change Date (regardless of any limitations based on the earnings or performance of Xxxxxxxx) and a continuing participant in such plan to the end of the Benefits Period. Following the end of the Benefits Period, Xxxxxxxx shall continue to provide to the Executive and the Executive's family the following benefits ("Post-Period Benefits"): (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx and their families, as the same may be modified from time to time, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-post- termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of Xxxxxxxx, 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, Xxxxxxxx may DST may, through its Board, 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 after the Termination Xxxxxxxx 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 the then present value on the basis of a rate of seven percent (7%) per annum) of (i) 175% 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, 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 (ii) three, and 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 3Three-year period Year Period or, if applicable, the Extended Period; provided that: ("Benefits Period"a) beginning on the date of Termination. If if any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation by by Executive after Termination, then DST shall pay to Executive within five (15) prior days after Termination a lump sum payment equal to the amount of Specified Benefits Executive would have received if Executive had been fully vested 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 attainment of age sixty new employer (60but Executive shall not be required to repay any amounts then already received by him), healthand (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, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx and their familiesif applicable, the Extended Period (prorated for the final performance year if the Three-Year Period or the Extended Period, as the same 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 modified paid on the payment due date as provided in the DST Annual Incentive Program. 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, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with Xxxxxxxx), health and prescription benefits equivalent to those then applicable to retired peer executives of Xxxxxxxx and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of Xxxxxxxx, 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, Xxxxxxxx Stilwell may terminate the employment of Executive (the "Termination"), but xxx unless such Termination is for Cause as defined in subparagraph (g) or for disability, within five (5) business days of the Termination Xxxxxxxx Stilwell shall pay to Executive his full base salary Base Salary through the TerminationTerxxxxxxxx, 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 (i) 175% of his annual base salary Base Salary specified in Paragraph 7(a) multiplied by (ii) three, and Specified Benefits (excluding any incentive compensation) to which Executive was entitled immediately prior to Termination shall continue until the end of the three (3-) year period ("Benefits Period") beginning on the date of Termination. If any plan pursuant to which Specified Benefits are provided immediately prior to Termination would not permit continued participation byby Executive after Termination, then Stilwell shall pay to Executive within five (5) business days after Xxxxxxxxion 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 the average annual contributions or benefits in effect for the three plan years ending prior to the Control Change Date (regardless of any limitations based on the earnings or performance of Stilwell) and a continuing participant in such plan to the end of thx Xxxxxxts Period. Following the end of the Benefits Period, Stilwell shall continue to provide to Executive and Executive's famixx xxx xollowing benefits ("Post-Period Benefits"): (1) prior to the Executive's attainment of age sixty (60), health, prescription and dental benefits equivalent to those then applicable to active peer executives of Xxxxxxxx Stilwell and their families, as the same may be modified from time to timetx xxxx, and (2) following the Executive's attainment of age sixty (60) (and without regard to the Executive's period of service with XxxxxxxxStilwell), health and prescription benefits equivalent to those then applicable xxxxxxxble to retired peer executives of Xxxxxxxx Stilwell and their families, as the same may be modified from time to time. The cost to the Executive of such Post-Period Benefits shall not exceed the cost of such benefits to active or retired (as applicable) peer executives, as the same may be modified from time to time. Notwithstanding the preceding two sentences of this Paragraph 7(e), if the Executive is covered under any health, prescription or dental plan provided by a subsequent employer, then the corresponding type of plan coverage (i.e., health, prescription or dental) required to be provided as Post-Period Benefits under this Paragraph 7(e) shall cease. The Executive's rights under this Paragraph 7(e) shall be in addition to, and not in lieu of, any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation continuation coverage required by Section 4980 of the Code. Nothing in this Paragraph 7(e) shall be deemed to limit in any manner the reserved right of Xxxxxxxx, 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.tx