Sprint - Nextel 2011 Annual Report Download - page 261

(ii) the commission of a felony or the indictment for any felony, including, but not limited to, any felony involving
fraud, embezzlement, moral turpitude or theft;
(iii) the intentional and wrongful damaging of property, contractual interests or business relationships of an
Employer;
(iv) the intentional and wrongful disclosure of secret processes or confidential information of an Employer in
violation of an agreement with or a policy of an Employer;
(v) the continued failure to substantially perform the Participant’s duties for an Employer;
(vi) current alcohol or prescription drug abuse affecting work performance;
(vii) current illegal use of drugs; or
(viii) any intentional conduct contrary to an Employer’s announced policies or practices (including, but not limited
to, those contained in the Corporation’s Code of Conduct).
(h) For purposes of this Plan, except as may be otherwise prescribed by the Compensation Committee in an Evidence of
Award, a “Change in Control” of the Corporation shall be deemed to have occurred upon the happening of any of the following events:
(i) any individual, entity or group (within the meaning of Section 13(d)(3) or 14(d)(2) of the Exchange Act) (a
“Person”) becomes the beneficial owner (within the meaning of Rule 13d-3 promulgated under the Exchange Act) of thirty
percent (30%) or more of the combined voting power of the then-outstanding Voting Stock of the Corporation; except, that:
-2-
(A) for purposes of this Section 2(h)(i), the following acquisitions shall not constitute a Change in Control: (1) any
acquisition of Voting Stock of the Corporation directly from the Corporation that is approved by a majority of
the Incumbent Directors, (2) any acquisition of Voting Stock of the Corporation by the Corporation or any
Subsidiary, (3) any acquisition of Voting Stock of the Corporation by the trustee or other fiduciary holding
securities under any employee benefit plan (or related trust) sponsored or maintained by the Corporation or any
Subsidiary, and (4) any acquisition of Voting Stock of the Corporation by any Person pursuant to a Business
Transaction that complies with clauses (A), (B) and (C) of Section 2(h)(ii);
(B) if any Person becomes the beneficial owner of thirty percent (30%) or more of combined voting power of the
then-outstanding Voting