0001193125-13-205848 Sample Contracts

EMMIS OPERATING COMPANY CHANGE IN CONTROL SEVERANCE AGREEMENT
Change in Control Severance Agreement • May 8th, 2013 • Emmis Communications Corp • Radio broadcasting stations • Indiana

THIS EMMIS OPERATING COMPANY CHANGE IN CONTROL SEVERANCE AGREEMENT (the “Agreement”) is entered into, effective December 21, 2012 (the “Effective Date”), by and between EMMIS OPERATING COMPANY, an Indiana corporation (the “Company”), and Gregory T. Loewen (“Executive”).

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EMPLOYMENT AGREEMENT
Employment Agreement • May 8th, 2013 • Emmis Communications Corp • Radio broadcasting stations • Indiana

This EMPLOYMENT AGREEMENT (“Agreement”) is entered into as of December 21, 2012, by and between EMMIS OPERATING COMPANY, an Indiana company (“Employer”), and GREGORY T. LOEWEN, an Indiana resident (“Executive”).

EMMIS COMMUNICATIONS CORPORATION RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • May 8th, 2013 • Emmis Communications Corp • Radio broadcasting stations • Indiana

Shares of Restricted Stock are awarded, effective as of the Date of Grant (as defined below), by Emmis Communications Corporation (the “Company”) to the person named below (the “Grantee”) upon the following terms and conditions. The Grantee will be deemed to have accepted the Restricted Stock unless the Grantee delivers a written notice of rejection to the Company within 120 days of the Date of Grant. The Restricted Stock grant evidenced by this Restricted Stock Agreement (the “Agreement”) is made pursuant to the Company’s 2012 Equity Compensation Plan (the “Plan”), which is incorporated in this Agreement by reference. A prospectus for the Plan is located on the Emmis Intranet at “www.inside.emmis.com.”

EMPLOYMENT AGREEMENT
Employment Agreement • May 8th, 2013 • Emmis Communications Corp • Radio broadcasting stations • Indiana

This EMPLOYMENT AGREEMENT (“Agreement”) is effective as of March 1, 2013, by and between EMMIS OPERATING COMPANY, an Indiana company (“Employer”), and RICHARD F. CUMMINGS, a California resident (“Executive”).

February 26, 2013 Gary Kaseff c/o Emmis Communications Corporation
Employment Agreement • May 8th, 2013 • Emmis Communications Corp • Radio broadcasting stations
EMMIS COMMUNICATIONS CORPORATION OPTION GRANT AGREEMENT
Option Grant Agreement • May 8th, 2013 • Emmis Communications Corp • Radio broadcasting stations

This is an Award Agreement under the 2012 Equity Incentive Plan (referred to as the “Plan”). It is dated as of the Grant Date shown in the attached Notice of Grant and is between Emmis Communications Corporation and you as the Optionee named in the Notice of Grant. Capitalized terms used in this Agreement that are not defined in this Agreement have the meanings given to them in the Plan.

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