0001035704-08-000319 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • July 23rd, 2008 • Ascent Media CORP • Cable & other pay television services • California

This Employment Agreement (the “Agreement”), dated as of February 11, 2008, is entered into by and between Ascent Media Group, LLC, a Delaware limited liability company (the “Company”), and Jose A. Royo (“Executive”).

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FORM OF RIGHTS AGREEMENT between Ascent Media Corporation and Computershare Trust Company Dated as of [_______], 2008
Rights Agreement • July 23rd, 2008 • Ascent Media CORP • Cable & other pay television services • Delaware

This RIGHTS AGREEMENT (together with all Exhibits hereto, this “Agreement”), dated as of [_____], 2008, is entered into by and between Ascent Media Corporation, a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a national banking association, as Rights Agent (the “Rights Agent”).

AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • July 23rd, 2008 • Ascent Media CORP • Cable & other pay television services

THIS AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is entered into as of July 16, 2007, by and between Ascent Media Group, LLC, a Delaware limited liability company (the “Company”), and Jose A. Royo (“Executive”).

INDEMNIFICATION AGREEMENT
Indemnification Agreement • July 23rd, 2008 • Ascent Media CORP • Cable & other pay television services • Delaware

THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into this [ ] day of [ ], 2008, by and between Ascent Media Corporation, a Delaware corporation (the “Company”), and [ ] (the “Indemnitee”).

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