OMNIBUS AMENDMENT TO MICROSOFT DIGITAL DISTRIBUTION AGREEMENT
Certain confidential information contained in this document, marked by asterisks, has been omitted
and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the
Securities Exchange Act of 1934, as amended.
AMENDMENT SUMMARY AND SIGNATURE PAGES
This Omnibus Amendment (“Amendment”) to the Microsoft Operations Digital Distribution
Agreement is entered into between:
A corporation organized under the laws of the State of Washington, U.S.A. (“ Microsoft ”)
Digital River, Inc.
A company organized under the laws of the State of Delaware, U.S.A. (“ Company ”)
This Amendment shall become effective on the latest of the three signature dates set
forth below and, unless terminated earlier or otherwise specified in the applicable
attachment, expires on August 31, 2009 (the “ Amendment Expiration Date ”).
Purpose and Scope:
Company and Microsoft are parties to a Microsoft Digital Distribution
Agreement dated September 1, 2006 (as the same may have been amended,
supplemented or otherwise modified from time to time, the “ Agreement ”),
pursuant to which Company has provided E-Commerce Activities to Microsoft
(defined below) in accordance with the terms of the applicable SOWs.
In addition to the E-Commerce Activities originally contemplated in the Agreement,
Company resells and distributes, as a seller of record, certain Microsoft Products to
End-Users under the terms of a Direct Reseller Addendum to the Agreement dated
September 1, 2006 between Company and Microsoft (as the same may have been
amended, supplemented or otherwise modified from time to time, the “ Direct
Reseller Addendum ”).
Company also resells and distributes certain Microsoft Products to End-Users via
Microsoft’s online marketplace located at the website with the primary home page
identified by the URL