Definition of Cause. For purposes of this letter agreement, “Cause” means the occurrence of any one or more of the following: # your conviction of, or plea of no contest, with respect to any felony or any crime involving fraud, dishonesty or moral turpitude; # your participation in a fraud or act of dishonesty that results in material harm to the Company; # your intentional material violation of any contract or agreement between you and the Company, including but not limited to this letter agreement or your Employee Agreement on Confidential Information and Inventions, or your violation of any statutory duty that you owe to the Company, but only if you do not correct any such violation within thirty (30) days after written notice thereof has been provided to you (if such notice is reasonably practicable); or # your gross negligence or willful neglect of your job duties, as determined by the Board in good faith, but only if you do not correct such violation within thirty (30) days after written notice thereof has been provided to you (if such notice is reasonably practicable).

Definition of Cause. For purposes of this Agreement, “Cause” means any of the Employee’s: # conviction of a felony, or plea of guilty or nolo contendere to, any felony or any crime of moral turpitude; # repeated intoxication by alcohol or drugs during the performance of the Employee’s duties; # embezzlement or other willful and intentional misuse of any of the funds of the Company or its direct or indirect subsidiaries, # commission of a demonstrable act of fraud; # willful and material misrepresentation or concealment on any written reports submitted to the Company or its direct or indirect subsidiaries; # material breach of this Agreement; # failure to follow or comply with the reasonable, material and lawful written directives of the Board; or # conduct constituting a material breach of the Company’s then- current code of conduct or other similar written policy which has been provided to the Employee.

Definition of Cause. For purposes of this Agreement, “Cause” shall be defined to mean any of the following: # Executive’s failure, refusal or neglect to perform any of Executive’s material duties or obligations under this Agreement, or any material duties assigned to Executive consistent with the terms of this Agreement (Executive’s inability or failure to perform his obligations hereunder because of his death, Disability or incapacity, including during leaves of absence permitted by law or applicable policy of Employer, shall not be considered Cause for termination under this provision), or abide by any applicable policy of Employer, or Executive’s breach of any material term or condition of this Agreement, and continuation of such failure, refusal, neglect, or breach after written notice and the expiration of a ten (10) day cure period; provided, however, that it is not the parties’ intention that the Employer shall be required to provide successive such notices, and in the event Employer has provided Executive with a notice and opportunity to cure, Employer may terminate this Agreement for Cause for a subsequent breach similar or related to the breach for which notice was previously given or for a continuing series or pattern of breaches (whether similar or related) without providing any further notice or opportunity to cure; # commission of any felony or any other crime involving an act of moral turpitude which is harmful to Employer’s business or reputation; # Executive’s action or omission, or knowing allowance of actions or omissions, which are in violation of any law or any of the rules or regulations of the Federal Communications Commission, or which otherwise jeopardize any of the licenses granted to Employer or any member of the MediaCo Group in connection with the ownership or operation of any radio station; # theft in any amount; # actual or threatened violence against any individual (in

Definition of Cause. “Cause” means the occurrence or existence of any of the following with respect to Executive, as determined by the Company: # unsatisfactory performance of Executive’s duties or responsibilities, provided that the Company has given Executive written notice specifying the unsatisfactory performance of his duties and responsibilities and afforded the Executive reasonable opportunity for cure, all as determined by the Company; # a material breach by Executive of any of his material obligations hereunder that the Company has given Executive written notice of; # willful failure to follow any lawful directive of the Company consistent with the Executive’s position and duties, after written notice and reasonable opportunity to cure, all as determined by the Company; # a material breach by the Executive of his duty not to engage in any transaction that represents, directly or indirectly, self-dealing with the Company or any of its Affiliates which has not been approved in writing by the Company’s President and CEO; # commission of any willful or intentional act which could reasonably be expected to materially injure the property, reputation, business, or business relationships of the Company or its customers; or # the indictment, the conviction or the plea of nolo contendere or the equivalent in respect of a felony involving moral turpitude.

Definition of Cause. For purposes hereof, “Cause” means: # Executive’s failure to perform Executive’s assigned duties or responsibilities as an officer of the Company (other than a failure resulting from Executive’s Disability (as defined herein) after notice thereof from the Company describing Executive’s failure to perform such duties or responsibilities; # Executive’s engaging in any act of dishonesty, fraud or misrepresentation; # Executive’s violation of any federal or state law or regulation applicable to the business of the Company or its affiliates; # Executive’s breach of any confidentiality agreement or invention assignment agreement between Executive and the Company (or any affiliate of the Company); or # Executive’s commission of, or entering a plea of nolo contendere to, any crime or committing any act of moral turpitude.

Definition of Cause. As used herein, the term “Cause” shall mean: # fraud, embezzlement, or illegal misconduct in connection with Employee’s duties under this Agreement; # Employee’s commission of, or plea of guilty or nolo contendere to, a crime that constitutes a felony (excluding minor traffic violations); # willful misconduct or gross negligence that is materially injurious to Company’s business, reputation or affairs; # alcohol or substance abuse that materially interferes with the performance by Employee of his duties or obligations; # repeated absence from work during normal business hours for reasons other than permitted absence; # violation of this Agreement or any other material agreement between Employee and Company; # repeated violation of any of the material policies or practices of Company (including but not limited to discrimination or harassment), or a single serious violation of such policies or practices that Company, in its discretion, determines is materially injurious to the business or reputation of Company; or # material failure or refusal to perform the duties and obligations delegated to Employee commensurate with Employee’s position as an employee of Company, which, if capable of being cured, continues after # Company delivers a written notice to Employee describing such failure or refusal, and # Employee has failed to cure such failure or refusal after a reasonable time period determined by Company in its reasonable discretion (not to be less than 30 days)

Definition of “Cause”. As set forth above, the employment relationship between the Parties is at-will, terminable at any time by either Party for any reason or no reason. The termination may nonetheless be for “Cause”. For purposes of this Agreement, “Cause” is defined as the Company’s good faith determination of: # Employee’s material breach of this

Definition of Cause. For purposes of this Agreement, “Cause” shall mean: # the death of the Executive; # the permanent disability of the Executive, which shall be defined as the inability of the Executive, as a result of physical or mental illness or incapacity, to substantially perform the Executive’s duties pursuant to this Agreement for a period of one hundred eighty (180) days during any twelve (12) month period; # the Executive’s conviction of a felony or of a crime involving dishonesty or moral turpitude, including, without limitation, any act or crime involving misappropriation or embezzlement of Company assets or funds; # willful or material wrongdoing by the Executive, including, but not limited to, acts of dishonesty or fraud, which could be expected to have a materially adverse effect, monetarily or otherwise, on the Company or its subsidiaries or affiliates, as determined by the Company and the Board; # material breach by the Executive of this Agreement or of the Executive’s fiduciary duty to the Company or its stockholders; # material violation of the Company's Code of Ethics; or # the Executive’s intentional violation of any applicable local, state or federal law or regulation affecting the Company in any material respect, as determined by the Company and the Board. Notwithstanding the foregoing, to the extent that any of the events, actions or breaches set forth above are able to be remedied or cured by the Executive, Cause shall not be deemed to exist (and thus the Company may not terminate the Executive for Cause hereunder) unless the Executive fails to remedy or cure such event, action or breach within twenty (20) days after being given written notice by the Company of such event, action or breach.

Definition of Cause. For purposes hereof, “Cause” shall mean any one of the following: # Executive’s commission of any felony or any crime involving fraud, dishonesty or moral turpitude under the laws of the United States or any state thereof; # Executive’s attempted commission of, or participation in, a fraud or act of dishonesty against the Company; # Executive’s intentional, material violation of any contract or agreement between Executive and the Company or of any statutory duty owed to the Company; # Executive’s unauthorized use or disclosure of the Company’s confidential information or trade secrets; or # Executive’s gross misconduct. The determination that a termination of Executive’s employment is either for Cause or without Cause shall be made by the Board or its Compensation Committee, in each case, in its sole discretion.

Definition of Cause. For purposes of this Agreement, “Cause” means any of the Employee’s: # conviction of a felony, or plea of guilty or nolo contendere to, any felony or any crime of moral turpitude; # repeated intoxication by alcohol or drugs during the performance of the Employee’s duties; # embezzlement or other willful and intentional misuse of any of the funds of the Company or its direct or indirect subsidiaries, # commission of a demonstrable act of fraud; # willful and material misrepresentation or concealment on any written reports submitted [[Organization A:Organization]] or its direct or indirect subsidiaries; # material breach of this Agreement; # failure to follow or comply with the reasonable, material and lawful written directives of the Board; or # conduct constituting a material breach of the Company’s then-current code of conduct or other similar written policy which has been provided [[Organization A:Organization]] Employee.