Sprint - Nextel 2011 Annual Report Download - page 276

(c) A Free-Standing Appreciation Right will be a right of the Participant to receive from the Corporation an amount
determined by the Compensation Committee or an Authorized Officer, which will be expressed as a percentage of the Spread (not exceeding
one hundred percent (100%)) at the time of exercise.
(d) No grant of Appreciation Rights will authorize the payment of dividend equivalents on the Appreciation Right.
(e) Each grant of Appreciation Rights will utilize any or all of the authorizations as specified in the following provisions:
(i) Any grant may specify that the amount payable on exercise of an Appreciation Right may be paid by the
Corporation in cash, in shares of Common Stock or in any combination thereof and may either grant to the Participant or retain
in the Compensation Committee the right to elect among those alternatives.
(ii) Any grant may specify that the amount payable on exercise of an Appreciation Right may not exceed a maximum
specified by the Compensation Committee or an Authorized Officer at the Date of Grant.
(iii) Any grant may specify waiting periods before exercise and permissible exercise dates or periods.
(iv) Any grant of Appreciation Rights may specify Management Objectives that must be achieved as a condition of
the exercise of such Appreciation Rights. Each grant may specify in respect of such Management Objectives a minimum
acceptable level or levels of achievement and may set forth a formula for determining the number of Appreciation Rights that
will become exercisable if performance is at or above the minimum level(s), but falls short of full achievement of the specified
Management Objectives. The grant of such Appreciation Rights will specify that, before the exercise of such Appreciation
Rights, the Compensation Committee must certify that the Management Objectives have been satisfied.
(v) Any grant of Appreciation Rights may provide for the earlier exercise of such Appreciation Rights or other
modifications in the event of termination without Cause, resignation for Good Reason, Normal Retirement, termination due to
death or Disability of the Participant, a Change in Control, or the grant of a Substitute Award.
(vi) Each grant of Appreciation Rights will be evidenced by an Evidence of Award, which Evidence of Award will
describe such Appreciation Rights, identify the related Option Rights (if applicable), and contain such other terms and
provisions, consistent with this Plan, as the Compensation Committee or an Authorized Officer may approve.
(vii) Except as provided in an Evidence of Award, in the event of a Participant’s termination of employment or
service, any of the Participant’s
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