0001193125-06-115404 Sample Contracts

Contract

Tax Sharing Agreement • May 18th, 2006 • Embarq CORP • Telephone communications (no radiotelephone) • Delaware

• Contract Type
  Tax Sharing Agreement
• Filed
  May 18th, 2006
• Company
  Embarq CORP
• Industry
  Telephone communications (no radiotelephone)
• Jurisdiction
  Delaware

TAX SHARING AGREEMENT dated as of May 17, 2006 (this “Agreement”) between Sprint Nextel Corporation, a Kansas corporation (“Sprint Nextel”) and Embarq Corporation, a Delaware corporation (“Embarq”, collectively, the “Companies”).

Underwriting Agreement

Underwriting Agreement • May 18th, 2006 • Embarq CORP • Telephone communications (no radiotelephone)

• Contract Type
  Underwriting Agreement
• Filed
  May 18th, 2006
• Company
  Embarq CORP
• Industry
  Telephone communications (no radiotelephone)

Sprint Capital Corporation, a Delaware corporation (the “Selling Noteholder”), a wholly owned subsidiary of Sprint Nextel Corporation, a Kansas corporation (“Sprint Nextel”), proposes, subject to the terms and conditions stated herein, to sell to the Underwriters named in Schedule I hereto (the “Underwriters”) (x) an aggregate of $1,000,000,000 principal amount of 6.738% Notes due 2013 (“2013 Notes”) of Embarq Corporation, a Delaware corporation (the “Company”), (y) an aggregate of $2,000,000,000 principal amount

SOFTWARE AND PROPRIETARY INFORMATION AGREEMENT BETWEEN SPRINT NEXTEL CORPORATION AND EMBARQ CORPORATION

Software and Proprietary Information Agreement • May 18th, 2006 • Embarq CORP • Telephone communications (no radiotelephone) • Delaware

• Contract Type
  Software and Proprietary Information Agreement
• Filed
  May 18th, 2006
• Company
  Embarq CORP
• Industry
  Telephone communications (no radiotelephone)
• Jurisdiction
  Delaware

This SOFTWARE AND PROPRIETARY INFORMATION AGREEMENT is made, effective as of the Distribution Date, by and between Sprint Nextel Corporation, a Kansas corporation (“Sprint”), and Embarq, a Delaware corporation (“Embarq”).

PATENT AGREEMENT BETWEEN SPRINT NEXTEL CORPORATION AND EMBARQ CORPORATION

Patent Agreement • May 18th, 2006 • Embarq CORP • Telephone communications (no radiotelephone) • Delaware

• Contract Type
  Patent Agreement
• Filed
  May 18th, 2006
• Company
  Embarq CORP
• Industry
  Telephone communications (no radiotelephone)
• Jurisdiction
  Delaware

This PATENT AGREEMENT is made, effective as of the Distribution Date, by and between Sprint Nextel Corporation, a Kansas corporation (“Sprint”), and Embarq Corporation, a Delaware corporation (“Embarq”).

TRADEMARK ASSIGNMENT AND LICENSE AGREEMENT

Trademark Assignment and License Agreement • May 18th, 2006 • Embarq CORP • Telephone communications (no radiotelephone) • Delaware

• Contract Type
  Trademark Assignment and License Agreement
• Filed
  May 18th, 2006
• Company
  Embarq CORP
• Industry
  Telephone communications (no radiotelephone)
• Jurisdiction
  Delaware

THIS TRADEMARK ASSIGNMENT AND LICENSE AGREEMENT, dated as of May 17, 2006 (“Effective Date”), is made and entered by and among Sprint Nextel Corporation, a Kansas corporation on behalf of itself and its all of its controlled affiliates (“Sprint”), on the one hand, and Embarq Corporation, a Delaware corporation (“Embarq”), and the other parties set forth on the signature pages to this agreement (collectively with Embarq, the “Embarq Group”).