0001047469-10-001556 Sample Contracts

RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • February 26th, 2010 • DST Systems Inc • Services-computer processing & data preparation • Delaware

THIS AGREEMENT is made and entered into as of the “Grant Date” (see Paragraph 1(a)), by and between DST SYSTEMS, INC. (“Company”) and recipient (“Employee”) of an Award under the DST Systems, Inc. 2005 Equity Incentive Plan, as amended and interpreted from time to time (the “Plan”).

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DEFERRED CASH AWARD AGREEMENT
Deferred Cash Award Agreement • February 26th, 2010 • DST Systems Inc • Services-computer processing & data preparation • Delaware

THIS AGREEMENT is by and between DST SYSTEMS, INC. (“Company”) and participant (“Employee”) in the DST annual incentive award program (“Program”) under the DST Systems, Inc. 2005 Equity Incentive Plan (“Plan”), each as amended and interpreted from time to time.

AMENDMENT NUMBER 2 TO RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • February 26th, 2010 • DST Systems Inc • Services-computer processing & data preparation • New York

THIS AMENDMENT NUMBER 2 TO RECEIVABLES PURCHASE AGREEMENT, dated as of December 31, 2009 (this “Amendment”), is entered into by and among FOUNTAIN CITY FINANCE, LLC, a Delaware limited liability company (the “Seller”), ENTERPRISE FUNDING COMPANY LLC, a Delaware limited liability company (“Enterprise Funding”), as an Investor, BANK OF AMERICA, NATIONAL ASSOCIATION, a national banking association (“Bank of America”), as a Bank and as the agent (the “Agent”) for the Investors and the Banks, DST SYSTEMS, INC., a Delaware corporation (“DST Systems”), as the Parent and the Servicer, and each of the parties named on Schedule I hereto as Originators. Capitalized terms used and not otherwise defined herein are used as defined in the Receivables Purchase Agreement (as defined below).

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