Exhibit 10.1
AMENDMENT TO CHANGE OF CONTROL AGREEMENT
This AMENDMENT TO CHANGE OF CONTROL AGREEMENT by and between CSX CORPORATION, a Virginia corporation (the “Company”), and Name (the “Executive”), is dated as of the day of May, 2020 (the “Amendment”).
BACKGROUND
WHEREAS, the parties entered into a Change of Control Agreement dated as of May 15, 2017 (the “Agreement”), that sets forth the terms and conditions of the Executive’s compensation and benefit arrangements upon a Change of Control of the Company; and
WHEREAS, the parties desire to amend the Agreement on the terms and conditions contained herein.
NOW, THEREFORE, the parties hereto, intending to be legally bound hereby, agree as follows:
1. | Section 1(b) of the Agreement is hereby modified in its entirety to read as follows: “The “Term” means the period commencing on May 16, 2020 and ending on the earlier to occur of (i) May 15, 2023, (ii) retirement or (iii) termination of employment absent a Change of Control;provided,however, that the Term shall end on an earlier date if the Company gives the Executive at least one year’s advance written notice thereof.” |
2. | Section 2(b) of the Agreement is hereby modified to replace “the date hereof” with “May 16, 2020”. |
3. | Except as modified hereby, the Agreement shall continue unmodified and in full force and effect. |
4. | This Amendment may not be amended or modified otherwise than by a written agreement executed by the parties hereto or their respective successors and legal representatives. |
IN WITNESS WHEREOF, the parties hereto have executed and delivered this Amendment as of the date first-above written.
CSX CORPORATION: | ||
By: |
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Name (Employee ID: xxxxxx) | ||
Date: |
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EXECUTIVE: | ||
By: |
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Name | ||
Date: |
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