0001047469-13-002970 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • March 18th, 2013 • Walker & Dunlop, Inc. • Finance services • Maryland

THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is entered into as of November 2, 2012, by and among Walker & Dunlop, Inc., a Maryland corporation (the “Company” or the “Indemnitor”) and Michael D. Malone (the “Indemnitee”).

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AMENDMENT TO THE EMPLOYMENT AGREEMENT BETWEEN WALKER & DUNLOP, INC. AND WILLIAM M. WALKER
Employment Agreement • March 18th, 2013 • Walker & Dunlop, Inc. • Finance services

The Employment Agreement (the “Agreement”), dated October 27, 2010, by Walker & Dunlop, Inc., a Maryland corporation (the “Company”) with its principal place of business at 7501 Wisconsin Avenue, Suite 1200, Bethesda, MD 20814, and William M. Walker, residing at the address on file with the Company (the “Executive”), is hereby amended in the following manner (the “Amendment”), in accordance with Section 13(e) of the Agreement and effective as of December 14, 2012.

WALKER & DUNLOP, INC. MANAGEMENT DEFERRED STOCK UNIT PURCHASE PLAN DEFERRED STOCK UNIT AGREEMENT
Deferred Stock Unit Agreement • March 18th, 2013 • Walker & Dunlop, Inc. • Finance services • Maryland

Walker & Dunlop, Inc., a Maryland corporation (the “Company”), hereby grants fully vested deferred stock units relating to shares of its common stock, par value $0.01 per share (the “Stock”) to the Participant named below in respect of the Participant’s election to purchase shares of Stock with the Participant’s annual incentive bonus. Additional terms and conditions of the grant are set forth on this cover sheet and in the attached Deferred Stock Unit Agreement (together, the “Agreement”) and the Company’s Management Deferred Stock Unit Purchase Plan (as amended from time to time, the “Purchase Plan”).

WALKER & DUNLOP, INC.
Restricted Stock Unit Agreement • March 18th, 2013 • Walker & Dunlop, Inc. • Finance services

Walker & Dunlop, Inc., a Maryland corporation (the “Company”), hereby grants restricted stock units relating to shares of its common stock, par value $0.01 per share (the “Stock”) to the Participant named below, subject to the vesting conditions set forth below. Additional terms and conditions of the grant are set forth on this cover sheet and in the attached Restricted Stock Unit Agreement (together, the “Agreement”), the Company’s Management Deferred Stock Unit Purchase Matching Program (as amended from time to time, the “Matching Program”) and the Company’s 2010 Equity Incentive Plan (as amended from time to time, the “2010 Plan”).

WALKER & DUNLOP, INC.
Deferred Stock Unit Agreement • March 18th, 2013 • Walker & Dunlop, Inc. • Finance services

Walker & Dunlop, Inc., a Maryland corporation (the “Company”), hereby grants deferred stock units relating to shares of its common stock, par value $0.01 per share (the “Stock”) to the Participant named below, subject to the vesting conditions set forth below. Additional terms and conditions of the grant are set forth on this cover sheet and in the attached Deferred Stock Unit Agreement (together, the “Agreement”), the Company’s Management Deferred Stock Unit Purchase Matching Program (as amended from time to time, the “Matching Program”) and the Company’s 2010 Equity Incentive Plan (as amended from time to time, the “2010 Plan”).

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