0001047469-10-007045 Sample Contracts

CTC MEDIA, INC. Second Amended And Restated Stock Option Agreement

Stock Option Agreement • August 5th, 2010 • CTC Media, Inc. • Television broadcasting stations • Delaware

• Contract Type
  Stock Option Agreement
• Filed
  August 5th, 2010
• Company
  CTC Media, Inc.
• Industry
  Television broadcasting stations
• Jurisdiction
  Delaware

THIS SECOND AMENDED AND RESTATED STOCK OPTION AGREEMENT (this “Agreement”) made as of April 22, 2010, is entered into between CTC Media, Inc., a Delaware corporation (the “Company”), and Anton Kudryashov (“Optionee”), and amends and restates in its entirety the Amended and Restated Stock Option Agreement, dated as of August 24, 2009 (the “Prior Agreement”), between the Company and the Optionee, which amended and restated the Stock Option Agreement, dated as of November 7, 2008 (the “Original Agreement”), between the Company and the Optionee.

CTC MEDIA, INC. Equity-Based Incentive Award Agreement

Equity-Based Incentive Award Agreement • August 5th, 2010 • CTC Media, Inc. • Television broadcasting stations

• Contract Type
  Equity-Based Incentive Award Agreement
• Filed
  August 5th, 2010
• Company
  CTC Media, Inc.
• Industry
  Television broadcasting stations

THIS EQUITY-BASED INCENTIVE AWARD AGREEMENT (this “Agreement”) is effective as of February 24, 2010 and is made by and between CTC Media, Inc., a Delaware corporation (the “Company”), and [ ] (the “Participant”).