Sprint - Nextel 2013 Annual Report Download - page 244

18.
Withholding of Taxes . The Company will withhold from any amounts payable under this Agreement all federal, state, city
or other taxes as the Company is required to withhold pursuant to any law or government regulation or ruling.
19.
Successors and Binding Agreement.
(a) The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation,
reorganization or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and agree to
perform this Agreement in the same manner and to the same extent the Company would be required to perform if no such succession
had taken place. This Agreement will be binding upon and inure to the benefit of the Company and any successor to the Company,
including without limitation any persons acquiring directly or indirectly all or substantially all of the business or assets of the Company
whether by purchase, merger, consolidation, reorganization or otherwise (and such successor shall thereafter 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.
Hallock Employment Agreement Page 16 of 25