Common use of OWNERSHIP CERTIFICATE Clause in Contracts

OWNERSHIP CERTIFICATE. This Ownership Certificate, dated as of , 2010 is being delivered pursuant to Section 3 of the Lock-Up Agreement (the “Agreement”), dated as of July 9, 2010, by and among the Locked-Up Holders1 signatory thereto. The undersigned, on behalf of itself and its affiliates, certifies, represents and warrants that, as of the date hereof, it has acquired or transferred and is the beneficial owner of Preferred Shares and Common Shares of Emmis as follows. Preferred Shares Class A Common Stock Class B Common Stock Class C Common Stock Previously Owned Acquired Transferred Current Ownership The undersigned, on behalf of itself and its affiliates, further certifies, represents and warrants that, as of the date hereof, it does not beneficially own any other securities of Emmis other than as set forth herein, and that it is not a party to any swaps or other derivative transactions relating to Preferred Shares or Common Shares of Emmis, except as disclosed on Schedule 1 hereto. * * * * * [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 1 Each capitalized term used herein but not otherwise defined shall have the meaning set forth in the Agreement.

OWNERSHIP CERTIFICATE. This Ownership Certificate, dated as of December , 2010 2011 is being delivered pursuant to Section 3 of the Lock-Up Agreement (the “Agreement”), dated as of July 9December , 20102011, by and among the Locked-Up Holders1 signatory thereto. The undersigned, on behalf of itself and its affiliates, certifies, represents and warrants that, as of the date hereof, it has acquired or transferred and is the beneficial owner of Preferred Shares and Common Shares of Emmis as follows. Preferred Shares Class A Common Stock Class B Common Stock Class C Common Stock Previously Owned Acquired Transferred Current Ownership The undersigned, on behalf of itself and its affiliates, further certifies, represents and warrants that, as of the date hereof, it does not beneficially own any other securities of Emmis other than as set forth herein, and that it is not a party to any swaps or other derivative transactions relating to Preferred Shares or Common Shares of Emmis, except as disclosed on Schedule 1 hereto. * * * * * [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 1 Each capitalized term used herein but not otherwise defined shall have the meaning set forth in the Agreement.. SCHEDULE 1

OWNERSHIP CERTIFICATE. This Ownership Certificate, dated as of December , 2010 2011 is being delivered pursuant to Section 3 of the Lock-Up Agreement (the “Agreement”), dated as of July 9December __, 20102011, by and among the Locked-Up Holders1 signatory thereto. The undersigned, on behalf of itself and its affiliates, certifies, represents and warrants that, as of the date hereof, it has acquired or transferred and is the beneficial owner of Preferred Shares and Common Shares of Emmis as follows. Preferred Shares Class A Common Stock Class B Common Stock Class C Common Stock Previously Owned Acquired Transferred Current Ownership The undersigned, on behalf of itself and its affiliates, further certifies, represents and warrants that, as of the date hereof, it does not beneficially own any other securities of Emmis other than as set forth herein, and that it is not a party to any swaps or other derivative transactions relating to Preferred Shares or Common Shares of Emmis, except as disclosed on Schedule 1 hereto. * * * * * [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 1 Each capitalized term used herein but not otherwise defined shall have the meaning set forth in the Agreement.

OWNERSHIP CERTIFICATE. This Ownership Certificate, dated as of , 2010 is being delivered pursuant to Section 3 of the Lock-Up Agreement (the “Agreement”), dated as of July 9, 2010, by and among the Locked-Up Holders1 signatory thereto. The undersigned, on behalf of itself and its affiliates, certifies, represents and warrants that, as of the date hereof, it has acquired or transferred and is the beneficial owner of Preferred Shares and Common Shares of Emmis as follows. Preferred Shares Class A Common Stock Class B Common Stock Class C Common Stock Previously Owned Acquired Transferred Current Ownership The undersigned, on behalf of itself and its affiliates, further certifies, represents and warrants that, as of the date hereof, it does not beneficially own any other securities of Emmis other than as set forth herein, and that it is not a party to any swaps or other derivative transactions relating to Preferred Shares or Common Shares of Emmis, except as disclosed on Schedule 1 hereto. * * * * * [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 1 Each capitalized term used herein but not otherwise defined shall have the meaning set forth in the Agreement.

OWNERSHIP CERTIFICATE. This Ownership Certificate, dated as of , 2010 is being delivered pursuant to Section 3 of the Lock-Up Agreement (the “Agreement”), dated as of July 9, 2010, by and among the Locked-Up Holders1 signatory thereto. The undersigned, on behalf of itself and its affiliates, certifies, represents and warrants that, as of the date hereof, it has acquired or transferred and is the beneficial owner of Preferred Shares and Common Shares of Emmis as follows. Preferred Shares Class A Common Stock Class B Common Stock Class C Common Stock Previously Owned Acquired Transferred Current Ownership The undersigned, on behalf of itself and its affiliates, further certifies, represents and warrants that, as of the date hereof, it does not beneficially own any other securities of Emmis other than as set forth herein, and that it is not a party to any swaps or other derivative transactions relating to Preferred Shares or Common Shares of Emmis, except as disclosed on Schedule 1 hereto. * * * * * [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 1 Each capitalized term used herein but not otherwise defined shall have the meaning set forth in the Agreement.

OWNERSHIP CERTIFICATE. This Ownership Certificate, dated as of December , 2010 2011 is being delivered pursuant to Section 3 of the Lock-Up Agreement (the “Agreement”), dated as of July 9December , 20102011, by and among the Locked-Up Holders1 signatory thereto. The undersigned, on behalf of itself and its affiliates, certifies, represents and warrants that, as of the date hereof, it has acquired or transferred and is the beneficial owner of Preferred Shares and Common Shares of Emmis as follows. Preferred Shares Class A Common Stock Class B Common Stock Class C Common Stock Previously Owned Acquired Transferred Current Ownership The undersigned, on behalf of itself and its affiliates, further certifies, represents and warrants that, as of the date hereof, it does not beneficially own any other securities of Emmis other than as set forth herein, and that it is not a party to any swaps or other derivative transactions relating to Preferred Shares or Common Shares of Emmis, except as disclosed on Schedule 1 hereto. * * * * * [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 1 Each capitalized term used herein but not otherwise defined shall have the meaning set forth in the Agreement.. SCHEDULE 1 [NONE]