Sprint - Nextel 2012 Annual Report Download - page 256

be deemed the “ Company ” for the purposes of this Agreement), but will not otherwise be assignable, transferable or
delegable by the Company, except that the Company may assign and transfer this Agreement and delegate its duties
thereunder to a wholly owned Subsidiary.
(b)
This Agreement will inure to the benefit of and be enforceable by the Executive's personal or legal
representatives, executors, administrators, successors, heirs, distributees and legatees.
(c) This Agreement is personal in nature and neither of the parties hereto shall, without the consent of
the other, assign, transfer or delegate this Agreement or any rights or obligations hereunder except as expressly provided in
Sections 19(a) and 19(b). Without limiting the generality or effect of the foregoing, the Executive's right to receive payments
hereunder will not be assignable, transferable or delegable, whether by pledge, creation of a security interest, or otherwise,
other than by a transfer by the Executive's will or by the laws of descent and distribution and, in the event of any attempted
assignment or transfer contrary to this Section 19(c), the Company shall have no liability to pay any amount so attempted to
be assigned, transferred or delegated.
20. Notices . All communications, including without limitation notices, consents, requests or approvals, required or
permitted to be given hereunder will be in writing and will be duly given when hand delivered or dispatched by electronic facsimile
transmission (with receipt thereof confirmed), or five business days after having been mailed by United States registered or certified
mail, return receipt requested, postage prepaid, or three business days after having been sent by a nationally recognized overnight
courier service such as Federal Express or UPS, addressed to the Company (to the attention of the General Counsel of the
Company) at its principal executive offices and to the Executive at his principal residence, or to such other address as any party may
have furnished to the other in writing and in accordance herewith, except that notices of changes of address shall be effective only
upon receipt.
21. Governing Law and Choice of Forum.
(a) This Agreement will be construed and enforced according to the laws of the State of Kansas,
without giving effect to the conflict of laws principles thereof.
(b)
To the extent not otherwise provided for by Section 16 of this Agreement, the Executive and the
Company consent to the jurisdiction of all state and federal courts located in Overland Park, Johnson County, Kansas, as
well as to the jurisdiction of all courts of which an appeal may be taken from such courts, for the purpose of any suit, action,
or other proceeding arising out of, or in connection with, this Agreement or that otherwise arise out of the employment
relationship. Each Party hereby expressly waives any and all rights to bring any suit, action, or other proceeding in or before
any court or tribunal other than the courts described above and covenants that it shall not seek in any manner to resolve any
dispute other than as set forth in this paragraph. Further, the Executive and the Company hereby expressly waive any and all
objections either may have to venue, including, without limitation, the inconvenience of such forum, in any of such courts. In
addition, each of the Parties consents to the service of process by personal service or any manner in which notices may be
delivered hereunder in accordance with this Agreement.
22. Validity/Severability . If any provision of this Agreement or the application of any provision is held invalid,
unenforceable or otherwise illegal, the remainder of this Agreement and the