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
Merger Agreement • 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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