PRINCIPAL PARTICIPATION AND EMPLOYMENT AGREEMENT
Agreement made this 15th day of December, 1999 by and between MAGICINC.COM a Delaware
Corporation, (hereinafter referred to as the "Company"), and Robert Michael Ingria, (hereinafter referred to as
the "Principal"), in connection with the financing, production and distribution and management of a independent
music label a division of the Company herein after referred to as Magic Music created for the purpose of internet
WHEREAS, the company is a corporate entity established to develop, finance and distribute independent musical
artists over the internet through it's wholly owned division Magic Music.
WHEREAS, the Principal desires to participate in the management, acquisition of musical properties, distribution,
merchandising, accounts payable, accounts receivable etc. for Magic music.
WHEREAS, the associate has made independent inquiry into the skills, talents and knowledge of the Company
and it's President in regard to its reputation and experience in producing or acquiring music properties, internet
knowledge, e-commerce and the Principal further represents and warrants that he has sufficient experience in
financial and business matters to recognize the advantages and disadvantages of his participation in the financing,
producing and distribution and management of musical properties for the Company.
WHEREAS, the Principal acknowledges that the opportunity referred to herein is a publicly listed security and
subject to the provisions of rule 144 of the Securities Act of 1933.
WHEREAS, the Principal warrants that the Company has completely familiarized the Principal with all aspects of
the Company's operations in regard to its intended production and distribution of musical properties etc. over the
WHEREAS, the Principal realizes that the nature and extent of the success or failure of Magic Music cannot be
predetermined and it is therefore the Principals desire that his contribution to Magic M