Sprint - Nextel 2012 Annual Report Download - page 257

application of such provision will not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal will be
reformed to the extent (and only to the extent) necessary to make it enforceable, valid or legal. To the extent any provisions held to
be invalid, unenforceable or otherwise illegal cannot be reformed, such provisions are to be stricken herefrom and the remainder of
this Agreement will be binding on the parties and their successors and assigns as if such invalid or illegal provisions were never
included in this Agreement from the first instance.
23. Survival of Provisions . Notwithstanding any other provision of this Agreement, the parties' respective rights and
obligations under Sections 10, 11, 12, 13, 14, 15, 16, 18, 22 and 26 will survive any termination or expiration of this Agreement or
the termination of the Executive's employment.
24. Representations and Acknowledgements.
(a) The Executive hereby represents that he is not subject to any restriction of any nature whatsoever
on his ability to enter into this Agreement or to perform his duties and responsibilities hereunder, including, but not limited to,
any covenant not to compete with any former employer, any covenant not to disclose or use any non - public information
acquired during the course of any former employment or any covenant not to solicit any customer of any former employer.
(b)
The Executive hereby represents that, except as he has disclosed in writing to the Company, he is
not bound by the terms of any agreement with any previous employer or other party to refrain from using or disclosing any
trade secret or confidential or proprietary information in the course of the Executive's employment with the Company or to
refrain from competing, directly or indirectly, with the business of such previous employer or any other party.
(c) The Executive further represents that, to the best of his knowledge, his performance of all the terms
of this Agreement and as an employee of the Company does not and will not breach any agreement with another party,
including without limitation any agreement to keep in confidence proprietary information, knowledge or data the Executive
acquired in confidence or in trust prior to his employment with the Company, and that he will not knowingly disclose to the
Company or induce the Company to use any confidential or proprietary information or material belonging to any previous
employer or others.
(d)
The Executive acknowledges that he will not be entitled to any consideration or reimbursement of
legal fees in connection with execution of this Agreement.
(e) The Executive hereby represents and agrees that, during the Restricted Period, if the Executive is
offered employment or the opportunity to enter into any business activity, whether as owner, investor, executive, manager,
employee, independent consultant, contractor, advisor or otherwise, the Executive will inform the offeror of the existence of
Sections 10, 11, 12 and 13 of this Agreement and provide the offeror a copy thereof. The Executive authorizes the Company
to provide a copy of the relevant provisions of this Agreement to any of the persons or entities described in this Section 24(e)
and to make such persons aware of the Executive's obligations under this Agreement.
25. Compliance with Code Section 409A . With respect to reimbursements or in - kind benefits provided under this
Agreement: (a) the Company will not provide for cash in lieu of a right to reimbursement or in - kind benefits to which the Executive
has a right under this Agreement, (b) any