This Fourth Omnibus Amendment (“Amendment”) to the Microsoft Operations Digital Distribution Agreement is entered into between:

Microsoft Corporation

A corporation organized under the laws of the State of Washington, U.S.A. (“Microsoft”)

AND

Digital River, Inc.

A corporation organized under the laws of the State of Delaware, U.S.A. (“Company”)

Amendment Effective
Date:

Purpose and Scope:

Company and Microsoft are parties to a Microsoft Operations 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 in accordance with the terms of the applicable SOWs.

Company has agreed, as part of the E-Commerce Activities, to host “Microsoft Store” branded websites (“Store Websites”) and to make Product available for purchase by end-user customers from Microsoft in certain locales through those websites.

[*]

This Amendment consists of the following:

•    This Amendment Summary and Signature Page

•    The Amendment Terms and Conditions

•    Exhibit 1: Attachment 3: [*]

Microsoft and Company enter into this Amendment by signing below.

MICROSOFT CORPORATION

Signature:     /s/ Mary Ellen Smith                    

Print Name:     Mary Ellen Smith            

Print Name:     Kevin Crudden            

Title:     Vice President, Microsoft Operations            

Title:     General Counsel            

Date:       July 3, 2012