Digital River 2006 Annual Report Download - page 66

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PART III
Certain information required in Part III of this report is incorporated by reference to our Proxy Statement
in connection with our 2006 Annual Meeting to be filed in accordance with Regulation 14A under the
Securities Exchange Act of 1934, as amended.
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
Other than the identification of executive officers, which is set forth in Part I, Item 1 hereof, the
information required in Item 10 of Part III of this report is incorporated by reference to our Proxy Statement
in connection with our 2006 Annual Meeting to be filed in accordance with Regulation 14A under the
Securities Exchange Act of 1934, as amended.
We have adopted a Code of Conduct and Ethics, a copy of which we undertake to provide to any person,
without charge, upon request. Such requests can be made in writing to the attention of Corporate Secretary at
our principal executive offices address. To the extent permitted by the rules promulgated by the NASD, we
intend to disclose any amendments to, or waivers from, the Code provisions applicable to our principal
executive officer or senior financial officers, including our chief financial officer and controller, or with respect
to the required elements of the Code, on our website, www.digitalriver.com under the “Investor Relations”
link.
ITEM 11. EXECUTIVE COMPENSATION
The information required in Item 11 of Part III of this report is incorporated by reference to our Proxy
Statement in connection with our 2006 Annual Meeting to be filed in accordance with Regulation 14A under
the Securities Exchange Act of 1934, as amended.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
AND RELATED STOCKHOLDER MATTERS
The information required in Item 12 of Part III of this report is incorporated by reference to our Proxy
Statement in connection with our 2006 Annual Meeting to be filed in accordance with Regulation 14A under
the Securities Exchange Act of 1934, as amended.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE
The information required in Item 13 of Part III of this report is incorporated by reference to our Proxy
Statement in connection with our 2006 Annual Meeting to be filed in accordance with Regulation 14A under
the Securities Exchange Act of 1934, as amended.
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
The information required in Item 14 of Part III of this report is incorporated by reference to our Proxy
Statement in connection with our 2006 Annual Meeting to be filed in accordance with Regulation 14A under
the Securities Exchange Act of 1934, as amended.
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