0001193125-07-249535 Sample Contracts

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • November 16th, 2007 • Digital Music Group, Inc. • Patent owners & lessors • New York

This Amended and Restated Employment Agreement (this “Agreement”) is entered into as of October 5, 2007 between Digital Music Group, Inc., a Delaware corporation (“DMGI”), and Greg Scholl, a resident of New York (the “Executive”), but this Agreement shall only became effective, and is contingent upon, the consummation of the merger (the “Merger”) contemplated by that certain Agreement and Plan of Merger, dated the date hereof, among Orchard Enterprises, Inc., a New York corporation (“Orchard”), DMGI and DMGI New York Inc., a wholly-owned subsidiary of DMGI (the “Effective Date”).

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