0001104659-07-027417 Sample Contracts

SCHEDULE 6.3(c) INVESTOR RIGHTS AGREEMENT
Investor Rights Agreement • April 10th, 2007 • Innovo Group Inc • Miscellaneous fabricated textile products • Delaware

This Investor Rights Agreement dated as of , 2007 (this “Agreement”) is entered into by and among Innovo Group Inc., a Delaware corporation (the “Company”), and Joseph M. Dahan, a California resident (the “Investor”).

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AGREEMENT AND PLAN OF MERGER BY AND AMONG INNOVO GROUP INC. JOE’S JEANS, INC. JD HOLDINGS, INC. AND JOSEPH M. DAHAN DATED AS OF FEBRUARY 6, 2007
Agreement and Plan of Merger • April 10th, 2007 • Innovo Group Inc • Miscellaneous fabricated textile products • Delaware

AGREEMENT AND PLAN OF MERGER (“Agreement”), dated as of February 6, 2007, by and among Innovo Group Inc., a Delaware corporation (“Acquiror”), Joe’s Jeans, Inc., a Delaware corporation (“Merger Sub”), JD Holdings, Inc., a California corporation (“Seller”) and Joseph M. Dahan, a resident of California (“Stockholder”). Each of Acquiror, Merger Sub, Seller and Stockholder is a party (“party”) hereto, and one or more of them are parties (“parties”) to this Agreement as the context may require.

SCHEDULE 6.2(c) EMPLOYMENT AGREEMENT
Employment Agreement • April 10th, 2007 • Innovo Group Inc • Miscellaneous fabricated textile products • California

Finally by way of example, in the event the Company achieves Gross Profit of Forty-Five Million ($45,000,000) Dollars during its fiscal year, then Employee shall be entitled to receive total cash compensation of $2,070,000 for that fiscal year, calculated as follows:

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