Sprint - Nextel 2012 Annual Report Download - page 236

10.
Adjustment
In the event of any change in the number or kind of outstanding shares of our Common Stock by reason of a recapitalization,
merger, consolidation, spin - off, reorganization, separation, liquidation, stock split, stock dividend, combination of shares or any other
change in our corporate structure or shares of our Common Stock, an appropriate adjustment will be made consistent with applicable
provisions of the Code and applicable Treasury Department rulings and regulations in the number and kind of shares subject to
outstanding Awards and any other adjustments as the Board deems appropriate.
11.
Amendment; Discretionary Nature of Plan
This Agreement is subject to the terms of the Plan, as may be amended from time to time, except that the Award which is the
subject of this Agreement may not be materially impaired by any amendment or termination of the Plan approved after the Date of
Grant without your written consent. You acknowledge and agree that the Plan is discretionary in nature and may be amended,
cancelled, or terminated by us, in our sole discretion, at any time. The grant of RSUs under the Plan is a one - time benefit and does
not create any contractual or other right to receive a grant of RSUs, other types of grants under the Plan, or benefits in lieu of such
grants in the future. Future grants, if any, will be at the sole discretion of the Company, including, but not limited to, the timing of any
grant, the number of RSUs granted, the payment of dividend equivalents, and vesting provisions.
12.
Data Privacy
By entering into this Agreement, you (i) authorize us, and any agent of ours administering the Plan or providing Plan
recordkeeping services, to disclose to us or our subsidiaries such information and data as we or our subsidiaries request in order to
facilitate the grant of the RSUs and the administration of the Plan; (ii) waive any data privacy rights you may have with respect to such
information; and (iii) authorize us to store and transmit such information in electronic form.
13.
Governing Law
This Agreement will be governed by the laws of the State of Kansas. No shares of Common Stock will be delivered to you
upon the vesting of the RSUs unless counsel for the Corporation is satisfied that such delivery will be in compliance with all applicable
laws.
14.
Severability
The various provisions of this Agreement are severable, and any determination of invalidity or unenforceability of any one
provision shall have no effect on the remaining provisions.
15.
Taxes
You are liable for any and all taxes, including withholding taxes, arising out of this grant or the issuance of the Common Stock
on vesting of RSUs. The Company is authorized to deduct the amount of the tax withholding from the amount payable to you upon
settlement of the RSUs. We will withhold from the total number of shares of Common Stock you are to receive a number of shares
the value of which is sufficient to satisfy any such withholding obligation at the minimum applicable withholding rate. In addition, if you
become subject to FICA or Medicare tax, but you are not yet entitled to delivery of the shares of Common Stock underlying the
RSUs, you hereby authorize us to withhold the resulting FICA or Medicare tax from other income payable to you.
16.
Entire Agreement
You hereby acknowledge that you have read the 2007 Omnibus Incentive Plan Information Statement dated April 2010 (the
“ Information Statement ” ) available at http://iconnect.corp.sprint.com/