0000950133-08-003732 Sample Contracts

THE ADVISORY BOARD COMPANY AWARD AGREEMENT FOR NON-QUALIFIED STOCK OPTIONS
Award Agreement for Non-Qualified Stock Options • November 10th, 2008 • Advisory Board Co • Services-management services

This Option is not intended to qualify as an incentive stock option under Section 422 of the Internal Revenue Code of 1986, as amended. By executing and delivering this Award Agreement, Optionee acknowledges that he or she has received and read, and agrees that this Option shall be subject to, the terms of this Award Agreement, the Standard Terms and Conditions attached hereto and made a part hereof, and the Plan.

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EMPLOYMENT AGREEMENT
Employment Agreement • November 10th, 2008 • Advisory Board Co • Services-management services • District of Columbia

This Employment Agreement (this “Agreement”) is entered into as of September 12, 2008, by and between The Advisory Board Company (the “Company”) and David L. Felsenthal (“Executive”).

THE ADVISORY BOARD COMPANY AWARD AGREEMENT FOR RESTRICTED STOCK UNITS
Restricted Stock Unit Award Agreement • November 10th, 2008 • Advisory Board Co • Services-management services
EMPLOYMENT AGREEMENT
Employment Agreement • November 10th, 2008 • Advisory Board Co • Services-management services • District of Columbia

This Employment Agreement (this “Agreement”) is entered into as of September 12, 2008, by and between The Advisory Board Company (the “Company”) and Robert W. Musslewhite (“Executive”).

EMPLOYMENT AGREEMENT
Employment Agreement • November 10th, 2008 • Advisory Board Co • Services-management services • District of Columbia

This Employment Agreement (this “Agreement”) is entered into as of September 12, 2008, by and between The Advisory Board Company (the “Company”) and Frank J. Williams (“Executive”). This Agreement replaces and supersedes the Employment Agreement, dated as of October 25, 2001, between the Company and Executive, effective as of the Commencement Date (as defined in Section 1(a)).

THE ADVISORY BOARD COMPANY AWARD AGREEMENT FOR QUALIFIED STOCK OPTIONS
Award Agreement for Qualified Stock Options • November 10th, 2008 • Advisory Board Co • Services-management services

This Option is intended to qualify as an incentive stock option under Section 422 of the Internal Revenue Code of 1986, as amended. By executing and delivering this Award Agreement, Optionee acknowledges that he or she has received and read, and agrees that this Option shall be subject to, the terms of this Award Agreement, the Standard Terms and Conditions attached hereto and made a part hereof, and the Plan.

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