Sprint - Nextel 2015 Annual Report Download - page 337

person delegated by the Board or the Chief Executive Officer of the Company (the “Chief Executive Officer”). In such
capacity, the Executive shall report directly to the Chief Executive Officer of the Company or such other officer of the
Company as may be designated by the Chief Executive Officer. The Executive shall have such duties, responsibility and
authority as may be assigned to the Executive from time to time by the Chief Executive Officer, the Board or such other
officer of the Company as may be designated by the Chief Executive Officer or the Board.
(b) During the Employment Term, the Executive shall, except as may from time to time be otherwise
agreed to in writing by the Company, during reasonable vacations (as set forth in Section 7 hereof) and authorized leave and
except as may from time to time otherwise be permitted pursuant to Section 3(c), devote his best efforts, full attention and
energies during his normal working time to the business of the Company, to any duties as may be delineated in the
Company’s Bylaws for the Executive’s position and title and such other related duties and responsibilities as may from time
to time be reasonably prescribed by the Board, any committee or person designated by the Board, or the Chief Executive
Officer, in each case, within the framework of the Company’s policies and objectives.
(c) During the Employment Term, and provided that such activities do not contravene the provisions of
Section 3(a) or (b) or Sections 10, 11, 12 or 13 hereof and, provided further , the Executive does not engage in any other
substantial business activity for gain, profit or other pecuniary advantage which materially interferes with the performance of
his duties hereunder, the Executive may participate in any governmental, educational, charitable or other community affairs
and, subject to the prior approval of the Chief Executive Officer serve as a member of the governing board of any such
organization or any private or public for-profit company. The Executive may retain all fees and other compensation from any
such service, and the Company shall not reduce his compensation by the amount of such fees.
4. Compensation .
(a) Base Salary . During the Employment Term, the Company shall pay to the Executive an annual
base salary of $500,000 (the “Base Salary”), which Base Salary shall be payable at the times and in the manner consistent
with the Company’s general policies regarding compensation of the Company’s senior executives. The Base Salary will be
reviewed periodically by the Compensation Committee and may be increased (but not decreased, except for across-the-board
reductions generally applicable to the Company’s senior executives) from time to time in the Compensation Committee’s
sole discretion.
(b) Incentive Compensation . The Executive will be eligible to participate in any short-term and long-
term incentive compensation plans, annual bonus plans and such other management incentive programs or arrangements of
the Company approved by the Board that are generally available to the Company’s senior executives, including, but not
limited to, the STIP and the LTSIP. Incentive compensation shall be