Common use of Gross-up for Certain Taxes Clause in Contracts

Gross-up for Certain Taxes. If it is determined (by the reasonable computation of the Company's independent auditors, which determination shall be certified to by such auditors and set forth in a written certificate and may set forth assumptions upon which such determination is based ("Certificate") delivered to the Executive and the Company) that any benefit received or deemed received by the Executive from the Company pursuant to this Agreement or otherwise (collectively, "Payments") is or will become subject to any excise tax under 4999 of the Code or any similar tax payable under any United States federal, state, local or other law (such excise tax and all such similar taxes collectively, "Excise Taxes"), then the Company shall, as soon as practicable after receipt of such Certificate, pay the Executive an amount ("Gross-up Payment") equal to the product of : (a) the amount of such Excise Taxes multiplied by (b) the Gross-up Multiple (as defined in 7.4). The Gross-up Payment is intended to compensate the Executive for the Excise Taxes and any federal, state, local or other income or excise taxes or other taxes payable by the Executive with respect to the Gross-up Payment. The Executive or the Company may at any time request the preparation and delivery to the Executive and the Company of a Certificate. The Company shall, in addition to complying with 7.2, cause all determinations and certifications under this Article VII to be made as soon as reasonably possible and in adequate time to permit the Executive to prepare and file the Executive's individual tax returns on a timely basis (including any extension thereof).

Gross-up for Certain Taxes. If it is determined (by the -------------------------- reasonable computation of the CompanyKCSL's independent auditors, which determination determinations shall be certified to by such auditors and set forth in a written certificate and may set forth assumptions upon which such determination is based ("Certificate") delivered to the Executive and the CompanyExecutive) that any benefit received or deemed received by the Executive from the Company KCSL, KCSI or Railway pursuant to this Agreement or otherwise (collectively, the "Payments") is or will become subject to any excise tax under Section 4999 of the Code or any similar tax payable under any United States federal, state, local or other law (such excise tax and all such similar taxes collectively, "Excise Taxes"), then the Company KCSL shall, as soon as practicable immediately after receipt of such Certificatedetermination, pay the Executive an amount (the "Gross-up Payment") equal to the product of of: (ai) the amount of such Excise Taxes Taxes; multiplied by (bii) the Gross-up Multiple (as defined in 7.4Paragraph 7(k)). The Gross-up Payment is intended to compensate the Executive for the Excise Taxes and any federal, state, local or other income or excise taxes or other taxes payable by the Executive with respect to the Gross-up Payment. The Executive or the Company may at any time request KCSL shall cause the preparation and delivery to the Executive and the Company of a CertificateCertificate upon request at any time. The Company KCSL shall, in addition to complying with 7.2this Paragraph 7(h), cause all determinations and certifications under this Article VII Paragraphs 7(h)-(o) to be made as soon as reasonably possible and in adequate time to permit the Executive to prepare and file the Executive's individual tax returns on a timely basis (including any extension thereof)basis.

Gross-up for Certain Taxes. If it is determined (by the reasonable computation of the CompanyRailway's independent auditors, which determination determinations shall be certified to by such auditors and set forth in a written certificate and may set forth assumptions upon which such determination is based ("Certificate") delivered to the Executive and the CompanyExecutive) that any benefit received or deemed received by the Executive from the Company Railway, KCSL or KCSI pursuant to this Agreement or otherwise (collectively, the "Payments") is or will become subject to any excise tax under Section 4999 of the Code or any similar tax payable under any United States federal, state, local or other law (such excise tax and all such similar taxes collectively, Exhibit 10.16 "Excise Taxes"), then the Company Railway shall, as soon as practicable immediately after receipt of such Certificatedetermination, pay the Executive an amount (the "Gross-up Payment") equal to the product of of: (ai) the amount of such Excise Taxes Taxes; multiplied by (bii) the Gross-up Multiple (as defined in 7.4Paragraph 7(k)). The Gross-up Payment is intended to compensate the Executive for the Excise Taxes and any federal, state, local or other income or excise taxes or other taxes payable by the Executive with respect to the Gross-up Payment. The Executive or the Company may at any time request Railway shall cause the preparation and delivery to the Executive and the Company of a CertificateCertificate upon request at any time. The Company Railway shall, in addition to complying with 7.2this Paragraph 7(h), cause all determinations and certifications under this Article VII Paragraphs 7(h)-(o) to be made as soon as reasonably possible and in adequate time to permit the Executive to prepare and file the Executive's individual tax returns on a timely basis (including any extension thereof)basis.

Gross-up for Certain Taxes. If it is determined (by the reasonable computation of the CompanyKCSL's independent auditors, which determination determinations shall be certified to by such auditors and set forth in a written certificate and may set forth assumptions upon which such determination is based ("Certificate") delivered to the Executive and the CompanyExecutive) that any benefit received or deemed received by the Executive from the Company KCSL, KCSI or Railway pursuant to this Agreement or otherwise (collectively, the "Payments") is or will become subject to any excise tax under Section 4999 of the Code or any similar tax payable under any United States federal, state, local or other law (such excise tax and all such similar taxes collectively, "Excise Taxes"), then the Company KCSL shall, as soon as practicable immediately after receipt of such Certificatedetermination, pay the Executive an amount (the "Gross-up Payment") equal to the product of of: (ai) the amount of such Excise Taxes Taxes; multiplied by (bii) the Gross-up Multiple (as defined in 7.4Paragraph 7(k)). The Gross-up Payment is intended to compensate the Executive for the Excise Taxes and any federal, state, local or other income or excise taxes or other taxes payable by the Executive with respect to the Gross-up Payment. The Executive or the Company may at any time request KCSL shall cause the preparation and delivery to the Executive and the Company of a CertificateCertificate upon request at any time. The Company KCSL shall, in addition to complying with 7.2this Paragraph 7(h), cause all determinations and certifications under this Article VII Paragraphs 7(h)-(o) to be made as soon as reasonably possible and in adequate time to permit the Executive to prepare and file the Executive's individual tax returns on a timely basis (including any extension thereof)basis.