CREDIT AGREEMENT Dated as of May 10, 2006 Among EMBARQ CORPORATION as Borrower THE INITIAL LENDERS NAMED HEREIN as Initial Lenders CITIBANK, N.A. as Administrative Agent JPMORGAN CHASE BANK, N.A. as Syndication Agent BANK OF AMERICA, N.A. DEUTSCHE...Credit Agreement • May 11th, 2006 • Embarq CORP • Telephone communications (no radiotelephone) • New York
EMBARQ CORPORATION, a Delaware corporation (the “Borrower”), the banks, financial institutions and other institutional lenders (the “Initial Lenders”) and issuers of letters of credit (“Initial Issuing Banks”) listed on Schedule I hereto, and CITIBANK, N.A. (“Citibank”), as administrative agent (the “Agent”) for the Lenders (as hereinafter defined), agree as follows:
EMBARQ SUPPLEMENTAL EXECUTIVE RETIREMENT PLANEmbarq CORP • May 11th, 2006 • Telephone communications (no radiotelephone)
EMBARQ KEY MANAGEMENT BENEFIT PLANManagement Benefit Plan • May 11th, 2006 • Embarq CORP • Telephone communications (no radiotelephone) • Kansas
This Plan has been established in accordance with Section 5 of the Employee Matters Agreement dated May 17, 2006 by and between Sprint Nextel Corporation and Embarq Corporation for the benefit of certain current and former key executives of Embarq Corporation and its subsidiaries who were participants in the Sprint Key Management Benefit Plan immediately prior to the Effective Date, in order to retain or reward them for their services and encourage them to continue the increasing profitability of the Company.
