Sprint - Nextel 2015 Annual Report Download - page 351

the subject matter hereof have been made by either party which are not expressly set forth in this Agreement. Each party to this
Agreement acknowledges that no representations, inducements, promises, or other agreements, orally or otherwise, have been made
by any party, or anyone acting on behalf of any party, pertaining to the subject matter hereof, which are not embodied herein, and
that no prior and/or contemporaneous agreement, statement or promise pertaining to the subject matter hereof that is not contained in
this Agreement shall be valid or binding on either party.
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