0000950123-10-019282 Sample Contracts

Arbitron Inc. 2008 Equity Compensation Plan Director Deferred Stock Unit Agreement — Annual Grant
Director Deferred Stock Unit Agreement • March 1st, 2010 • Arbitron Inc • Services-engineering, accounting, research, management

Arbitron Inc. (the “Company”) has granted you (the “Grant”) deferred stock units (“DSUs”) as set forth on Exhibit A to this Agreement (the “DSUs”) under its 2008 Equity Compensation Plan (the “Plan”).

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ARBITRON INC. EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • March 1st, 2010 • Arbitron Inc • Services-engineering, accounting, research, management

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made February 11, 2010 by and between Arbitron Inc., a Delaware corporation (the “Company”), and William T. Kerr, an individual (“you”) (and, together, “Parties”).

Arbitron Inc. 2008 Equity Compensation Plan Deferred Stock Unit Agreement — Initial Grant
Deferred Stock Unit Agreement • March 1st, 2010 • Arbitron Inc • Services-engineering, accounting, research, management

Arbitron Inc. (the “Company”) has granted you (the “Grant”) deferred stock units as set forth on Exhibit A to this Agreement (the “DSUs”) under its 2008 Equity Compensation Plan (the “Plan”), subject to the Vesting Schedule specified on Exhibit A.

ARBITRON INC. 2008 EQUITY COMPENSATION PLAN NON-STATUTORY STOCK OPTION AGREEMENT
Non-Statutory Stock Option Agreement • March 1st, 2010 • Arbitron Inc • Services-engineering, accounting, research, management • Delaware

THIS AGREEMENT evidences the grant by Arbitron Inc. (the “Company”) on February 11, 2010 (the “Date of Grant”) to William T. Kerr (the “Optionee”) of an option to purchase shares of the Company’s common stock.

Arbitron Inc. 2008 Equity Compensation Plan Director Deferred Stock Unit Agreement — Initial Grant
Director Deferred Stock Unit Agreement • March 1st, 2010 • Arbitron Inc • Services-engineering, accounting, research, management

Arbitron Inc. (the “Company”) has granted you (the “Grant”) deferred stock units (“DSUs”) as set forth on Exhibit A to this Agreement (the “DSUs”) under its 2008 Equity Compensation Plan (the “Plan”).

SETTLEMENT AGREEMENT AND GENERAL RELEASE
Settlement Agreement • March 1st, 2010 • Arbitron Inc • Services-engineering, accounting, research, management • Maryland

THIS SETTLEMENT AGREEMENT AND GENERAL RELEASE (the “Agreement”) is made and entered into by and between Arbitron Inc., its subsidiaries and affiliates (the “Company”), and Michael P. Skarzynski (“Skarzynski”).

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