THIS EMPLOYMENT AGREEMENT (the "Agreement") is entered into as of the 22nd day of May, 2000, by
and between MedQuist Inc., a New Jersey corporation (the "Company"), and Ethan Cohen, a resident of Shaker
Heights, Ohio ("Employee").
The Company desires to provide for Employee's continued employment with the Company. Employee desires to
accept such employment on the terms and conditions herein set forth.
NOW, THEREFORE, in consideration of the premises and of the mutual covenants and agreements hereinafter
set forth, the parties hereto, intending legally to be bound, hereby agree as follows:
1. Effective Date. This Agreement shall become effective at the time Koninklijke Philips Electronics N.V.
("Purchaser") pays for Shares (as defined in Section 1.1(a) of the Tender Offer Agreement, dated as of the date
hereof, between Purchaser and the Company (the "Tender Offer Agreement")), pursuant to the terms of the Offer
(as defined in Section 1.1(a) of the Tender Offer Agreement), provided that Employee is employed by the
Company at such time. This Agreement cancels and supersedes any and all prior oral or written agreements and
understandings (the "Prior Agreements") between or among any or all of the parties hereto with respect to the
employment by or obligations of Employee to any thereof, with the exception of the Employee's obligations under
any restrictive covenants or confidentiality provisions contained in any Prior Agreement, which covenants and
provisions shall survive with respect to the time period prior to the Effective Date of this Agreement. This
Agreement constitutes the entire agreement among the parties with respect to the matters herein provided, and no
modification or waiver of any provision hereof shall be effective unless in writing and signed by the parties hereto.
2. Employment. The Company hereby employs Employee as Senior Vice President and Chief Technology
Officer of the Company and Employee hereby accepts