0000950137-07-003344 Sample Contracts

CHANGE OF CONTROL AND SEVERANCE AGREEMENT THOMAS M. DONNELLY
Change of Control and Severance Agreement • March 6th, 2007 • Digital River Inc /De • Wholesale-computers & peripheral equipment & software • Minnesota

This Agreement is made effective as of February 28, 2007 between Digital River, Inc., a Delaware corporation (the “Company”), with its principal administrative office at 9625 W. 76th Street, Eden Prairie, MN 55344, and Thomas M. Donnelly (the “Executive”).

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AMENDED AND RESTATED EMPLOYMENT AGREEMENT FOR JOEL A. RONNING
Employment Agreement • March 6th, 2007 • Digital River Inc /De • Wholesale-computers & peripheral equipment & software • Minnesota

This Agreement is made effective as of February 28, 2007 between Digital River Inc., a Delaware corporation (the “Company”), with its principal administrative office at 9625 W. 76th Street, Eden Prairie, MN 55344, and Joel A. Ronning (the “Executive”).

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