Common use of Reservation of Rights; Entire Agreement Clause in Contracts

Reservation of Rights; Entire Agreement. Bank does hereby reserve all rights and remedies it may have against all parties secondarily liable for repayment of the indebtedness evidenced by the Contract. The Contract, as herein modified, contains the entire agreement of the parties and the undersigned do hereby ratify and confirm the terms of the Contract, all of which shall remain in full force and effect, as modified herein. This Modification Agreement shall be binding upon any assignee and successor in interest of the parties hereto. Borrower waives and will not assert against any transferee and assignee of Bank any claims, defenses, set-offs and rights of recoupment which Borrower could assert against Bank, except defenses which Borrower cannot waive. All references herein to the “Modification Agreement” include any supplemental agreements filed of record to reflect modifications of any of the instruments, documents and other agreements making up the Contract that are of record. The undersigned have executed this Modification Agreement under seal as of the day and year first above stated. BANK: RBC BANK (USA) /s/ Xxxxxxx X. Xxxxx Xxxxxxx X. Xxxxx, Senior Vice President COMPUTER SOFTWARE INNOVATIONS, INC. Witness: By: /s/ Xxxxx X. Xxxxxxx /s/ Xxxxx X. Xxxxxxx Xxxxx X. Xxxxxxx, Chief Financial Officer Print Name: Xxxxx X. Xxxxxxx 1. Describe Note (Date, Original Amount, Current Amount and all Modifications): A. Second Amended and Restated Commercial Promissory Note from Computer Software Innovations, Inc. to RBC Bank (USA) dated June 25, 2010 in the original principal amount of $8,000,000.00, with a current outstanding balance of $2,691,000.00. 2. Describe Security Documents (Type, Date and if recorded, Recording Information): A. Second Amended and Restated Loan and Security Agreement by and between Computer Software Innovations, Inc. and RBC Centura Bank (now known as RBC Bank (USA)) dated September 14, 2007; as amended by a Modification to Revolving Facility dated June 30, 2008; as further amended by a Modification Agreement dated September 11, 2008; and as further amended by a Modification Agreement dated December 21, 2009; and as further amended by a Modification Agreement dated June 25, 2010. B. UCC-1 Financing Statement, filed on March 31, 2005 in the Department of State for Delaware as No. 50976507, as amended by UCC-3 Financing Statement filed on January 31, 2007 in the Department of State for Delaware as No. 20070088061 and as continued by UCC-3 Financing Statement filed on September 21, 2009 in the Department of State for Delaware as No. 20093006878. The Contract shall be, and the same is, modified as follows: 1. The Revolving Maturity Date stated in the Note is changed to July 3, 2013 and to the extent that such Revolving Maturity Date is stated in any of the other individual instruments, documents and agreements that make up the Contract, the Revolving Maturity Date stated therein is changed to the Revolving Maturity Date stated herein.

Reservation of Rights; Entire Agreement. Bank does hereby reserve all rights and remedies it may have against all parties secondarily liable for repayment of the indebtedness evidenced by the Contract. The Contract, as herein modified, contains the entire agreement of the parties and the undersigned do hereby ratify and confirm the terms of the Contract, all of which shall remain in full force and effect, as modified herein. This Modification Agreement shall be binding upon any assignee and successor in interest of the parties hereto. Borrower waives and will not assert against any transferee and assignee of Bank any claims, defenses, set-offs and rights of recoupment which Borrower could assert against Bank, except defenses which Borrower cannot waive. All references herein to the “Modification Agreement” include any supplemental agreements filed of record to reflect modifications of any of the instruments, documents and other agreements making up the Contract that are of record. The undersigned have executed this Modification Agreement under seal as of the day and year first above stated. BANK: RBC BANK (USA) /s/ Xxxxxxx X. Xxxxx Xxxxxxx X. Xxxxx, Senior Vice President COMPUTER SOFTWARE INNOVATIONS, INC. Witness: By: /s/ Xxxxx X. Xxxxxxx /s/ Xxxxx X. Xxxxxxx Xxxxx X. Xxxxxxx, Chief Financial Officer Print Name: Xxxxx X. Xxxxxxx 1. Describe Note (Date, Original Amount, Current Amount and all Modifications): A. Second Amended and Restated Commercial Promissory Note from Computer Software Innovations, Inc. to RBC Bank (USA) dated June 25, 2010 in the original principal amount of $8,000,000.00, with a current outstanding balance of $2,691,000.001,084,000.00. 2. Describe Security Documents (Type, Date and if recorded, Recording Information): A. Second Amended and Restated Loan and Security Agreement by and between Computer Software Innovations, Inc. and RBC Centura Bank (now known as RBC Bank (USA)) dated September 14, 2007; as amended by a Modification to Revolving Facility dated June 30, 2008; as further amended by a Modification Agreement dated September 11, 2008; and as further amended by a Modification Agreement dated December 21, 2009; and as further amended by a Modification Agreement dated June 25, 2010. B. UCC-1 Financing Statement, filed on March 31, 2005 in the Department of State for Delaware as No. 50976507, as amended by UCC-3 Financing Statement filed on January 31, 2007 in the Department of State for Delaware as No. 20070088061 and as continued by UCC-3 Financing Statement filed on September 21, 2009 in the Department of State for Delaware as No. 20093006878. The Contract shall be, and the same is, modified as follows: 1. The Revolving Maturity Date stated in the Note is changed to July 3, 2013 and to the extent that such Revolving Maturity Date is stated in any of the other individual instruments, documents and agreements that make up the Contract, the Revolving Maturity Date stated therein is changed to the Revolving Maturity Date stated herein2007 0088061.

Reservation of Rights; Entire Agreement. Bank does hereby reserve all rights and remedies it may have against all parties secondarily liable for repayment of the indebtedness evidenced by the Contract. The Contract, as herein modified, contains the entire agreement of the parties and the undersigned do hereby ratify and confirm the terms of the Contract, all of which shall remain in full force and effect, as modified herein. This Modification Agreement shall be binding upon any assignee and successor in interest of the parties hereto. Borrower waives and will not assert against any transferee and assignee of Bank any claims, defenses, set-offs and rights of recoupment which Borrower could assert against Bank, except defenses which Borrower cannot waive. All references herein to the “Modification Agreement” include any supplemental agreements filed of record to reflect modifications of any of the instruments, documents and other agreements making up the Contract that are of record. The undersigned have executed this Modification Agreement under seal as of the day and year first above stated. BANK: Signed, sealed and delivered in the presence of: RBC BANK (USA) Witness: By: /s/ Xxxxxxx X. Xxxxx /s/ Xxxxx Xxxx Print Name: Xxxxxxx X. Xxxxx, Xxxxx Print Name: Xxxxx Xxxx Title: Senior Vice President Witness: /s/ Xxxxxxxx Xxxxxxxxx Print Name: Xxxxxxxx Xxxxxxxxx COMPUTER SOFTWARE INNOVATIONS, INC. WitnessSigned, sealed and delivered in the presence of: By: /s/ Xxxxx X. Xxxxxxx /s/ Xxxxx X. Xxxxxxx Xxxxx X. Xxxxxxx, Chief Financial Officer Witness: Print Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer /s/ Xxxxx X. Xxxxx Print Name: Xxxxx X. Xxxxx Witness: /s/ Xxxxxxx Xxxxx Print Name: Xxxxxxx Xxxxx STATE OF SOUTH CAROLINA ) ) ACKNOWLEDGEMENT COUNTY OF GREENVILLE ) Personally appeared before me Xxxxxxx X. Xxxxx, as Senior Vice President of RBC BANK (USA), who, being by me first duly sworn, did depose and say that he has read the within instrument, that the statements and recitations made therein are true and that he acknowledges that he did sign said instrument as his free act and deed. Sworn to before me on September 16, 2008. /s/ Xxxxx Xxxx (SEAL) Notary Public for South Carolina My Commission Expires: 0-00-00 XXXXX XX XXXXX XXXXXXXX ) ) ACKNOWLEDGEMENT COUNTY OF GREENWOOD ) Personally appeared before me Xxxxx X. Xxxxxxx, as Chief Financial Officer of COMPUTER SOFTWARE INNOVATIONS, INC., who, being by me first duly sworn, did depose and say that he has read the within instrument, that the statements and recitations made therein are true and that he acknowledges that he did sign said instrument as his free act and deed. Sworn to before me on September 11, 2008. /s/ Xxx X. Xxxxxxxxx (SEAL) Notary Public for South Carolina My Commission Expires: 01/27/2015 1. Describe Promissory Note (Date, Original Amount, Current Amount and all Modifications): A. Second ): Amended and Restated Commercial Promissory Note from Computer Software Innovations, Inc. to RBC Centura Bank (now known as RBC Bank (USA)) dated June 25September 14, 2010 2007 in the original principal amount of $8,000,000.007,000,000.00, with a current outstanding balance of $2,691,000.005,309,000.00, as amended by a Modification to Revolving Facility between Bank and Borrower dated June 30, 2008 (the “First Modification”). 2. Describe Security Documents (Type, Date and if recorded, Recording Information): A. (a) Second Amended and Restated Loan and Security Agreement by and between Computer Software Innovations, Inc. and RBC Centura Bank (now known as RBC Bank (USA)) dated September 14, 2007; , as amended by a the First Modification (the “Loan Agreement”), relating to Revolving Facility dated June 30, 2008; as further amended by a Modification Agreement dated September 11, 2008; and as further amended by a Modification Agreement dated December 21, 2009; and as further amended by a Modification Agreement dated June 25, 2010substantially all of the Borrower’s assets. B. (b) UCC-1 Financing Statement, filed on March 31, 2005 in the Department of State for Delaware as No. 50976507, as amended by UCC-3 Financing Statement filed on January 31, 2007 in the Department of State for Delaware as No. 20070088061 and as continued by UCC-3 Financing Statement filed on September 21, 2009 in the Department of State for Delaware as No. 20093006878. The Contract shall be, and the same is, modified as follows: 1. The Revolving Maturity Date stated in the Note is changed to July 3, 2013 and to the extent that such Revolving Maturity Date is stated in any of the other individual instruments, documents and agreements that make up the Contract, the Revolving Maturity Date stated therein is changed to the Revolving Maturity Date stated herein2007 0088061.

Reservation of Rights; Entire Agreement. Bank does hereby reserve all rights and remedies it may have against all parties secondarily liable for repayment of the indebtedness evidenced by the Contract. The Contract, as herein modified, contains the entire agreement of the parties and the undersigned do hereby ratify and confirm the terms of the Contract, all of which shall remain in full force and effect, as modified herein. This Modification Agreement shall be binding upon any assignee and successor in interest of the parties hereto. Borrower waives and will not assert against any transferee and assignee of Bank any claims, defenses, set-offs and rights of recoupment which Borrower could assert against Bank, except defenses which Borrower cannot waive. All references herein to the “Modification Agreement” include any supplemental agreements filed of record to reflect modifications of any of the instruments, documents and other agreements making up the Contract that are of record. The undersigned have executed this Modification Agreement under seal as of the day and year first above stated. BANK: RBC BANK (USA) /s/ Xxxxxxx X. Xxxxx Xxxxxxx X. Xxxxx, Senior Vice President COMPUTER SOFTWARE INNOVATIONS, INC. Witness: By: /s/ Xxxxx X. Xxxxxxx /s/ Xxxxx X. Xxxxxxx Xxxxx X. Xxxxxxx_______________________________________ Print Name:_________________________________ Title: ______________________________________ BOVIE MEDICAL CORPORATION, Chief Financial Officer a Delaware corporation By: ________________________________________ Print Name: Xxxxx X. XxxxxxxAxxxxx Xxxxxxxx Title: President Witness: _______________________________________ Print Name: _____________________________ 1. Describe Promissory Note (Date, Original Amount, Current Amount and all Modifications): A. Second Amended and Restated Commercial ): Promissory Note from Computer Software Innovationsdated August 12, Inc. to RBC Bank (USA) dated June 25, 2010 2009 in the original principal amount of $8,000,000.00, with a current outstanding balance of $2,691,000.00.5,000,000.00 2. Describe Security Documents (Type, Date and if recorded, Recording Information): A. Second Amended and Restated ): Business Loan and Agreement (Asset Based) dated August 12, 2008 Commercial Security Agreement by and between Computer Software Innovationsdated August 12, Inc. and RBC Centura Bank (now known as RBC Bank (USA)) 2008 Assignment of Deposit Agreement dated September 14, 2007; as amended by a Modification to Revolving Facility dated June 30August 12, 2008; as further amended by a Modification Agreement dated September 11, 2008; and as further amended by a Modification Agreement dated December 21, 2009; and as further amended by a Modification Agreement dated June 25, 2010. B. UCC-1 Financing Statement, filed on March 31, 2005 in the Department of State for Delaware as No. 50976507, as amended by UCC-3 Financing Statement filed on January 31, 2007 in the Department of State for Delaware as No. 20070088061 and as continued by UCC-3 Financing Statement filed on September 21, 2009 in the Department of State for Delaware as No. 20093006878. The Contract shall be, and the same is, modified as follows: 1. The Revolving Maturity Date stated in the Note is changed to July 3, 2013 and to the extent that such Revolving Maturity Date is stated in any of the other individual instruments, documents and agreements that make up the Contract, the Revolving Maturity Date stated therein is changed to the Revolving Maturity Date stated herein.

Reservation of Rights; Entire Agreement. Bank does hereby reserve all rights and remedies it may have against all parties secondarily liable for repayment of the indebtedness evidenced by the Contract. The Contract, as herein modified, contains the entire agreement of the parties and the undersigned do hereby ratify and confirm the terms of the Contract, all of which shall remain in full force and effect, as modified herein. This Modification Agreement shall be binding upon any assignee and successor in interest of the parties hereto. Borrower waives and will not assert against any transferee and assignee of Bank any claims, defenses, set-offs and rights of recoupment which Borrower could assert against Bank, except defenses which Borrower cannot waive. All references herein to the “Modification Agreement” include any supplemental agreements filed of record to reflect modifications of any of the instruments, documents and other agreements making up the Contract that are of record. The undersigned have executed this Modification Agreement under seal as of the day and year first above stated. BANK: Signed, sealed and delivered in the presence of: RBC BANK (USA) Witness: By: /s/ Xxxxxxx X. Xxxxx /s/ Xxxxx Xxxxxx Print Name: Xxxxxxx X. Xxxxx, Xxxxx Print Name: Xxxxx Xxxxxx Title: Senior Vice President Witness: /s/ Xxxxxx Xxxxxxxxx Print Name: Xxxxxx Xxxxxxxxx COMPUTER SOFTWARE INNOVATIONS, INC. WitnessSigned, sealed and delivered in the presence of: By: /s/ Xxxxx X. Xxxxxxx /s/ Xxxxx X. Xxxxxxx Xxxxx X. Xxxxxxx, Chief Financial Officer Witness: Print Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer /s/ Xxxxx Xxxxxxx Print Name: Xxxxx Xxxxxxx Witness: /s/ Xxxxxxx Xxxxx Print Name: Xxxxxxx Xxxxx STATE OF SOUTH CAROLINA ) ) ACKNOWLEDGEMENT COUNTY OF GREENVILLE ) Personally appeared before me Xxxxxxx X. Xxxxx, as Senior Vice President of RBC BANK (USA), who, being by me first duly sworn, did depose and say that he has read the within instrument, that the statements and recitations made therein are true and that he acknowledges that he did sign said instrument as his free act and deed. Sworn to before me on November 14, 2008. /s/ Xxxxx Xxxxxx (SEAL) Notary Public for South Carolina My Commission Expires: June 30, 0000 XXXXX XX XXXXX XXXXXXXX ) ) ACKNOWLEDGEMENT COUNTY OF XXXXXXX ) Personally appeared before me Xxxxx X. Xxxxxxx, as Chief Financial Officer of COMPUTER SOFTWARE INNOVATIONS, INC., who, being by me first duly sworn, did depose and say that he has read the within instrument, that the statements and recitations made therein are true and that he acknowledges that he did sign said instrument as his free act and deed. Sworn to before me on November 14, 2008. /s/ Xxxxx X. Xxxxxxxxx (SEAL) Notary Public for South Carolina My Commission Expires: 9/2/2018 1. Describe Promissory Note (Date, Original Amount, Current Amount and all Modifications): A. Second Amended and Restated ): Commercial Promissory Note from Computer Software Innovations, Inc. to RBC Centura Bank (now known as RBC Bank (USA)) dated June 25January 2, 2010 2007 in the original principal amount of $8,000,000.00800,000.00, with a current outstanding balance of $2,691,000.00334,630.00. 2. Describe Security Documents (Type, Date and if recorded, Recording Information): A. (a) Second Amended and Restated Loan and Security Agreement by and between Computer Software Innovations, Inc. and RBC Centura Bank (now known as RBC Bank (USA)) dated September 14, 2007; , as amended by a the Modification to Revolving Facility Agreement dated June 30, 2008; 2008 and as further amended by a the Modification Agreement dated September 11, 2008; 2008 (collectively and as further amended by a Modification Agreement dated December 21amended, 2009; the “Loan Agreement”) and as further amended by a Modification Agreement dated June 25, 2010all security documents and other agreements referenced in the Contract relating to substantially all of the Borrower’s assets. B. (b) UCC-1 Financing Statement, filed on March 31, 2005 in the Department of State for Delaware as No. 50976507, as amended by UCC-3 Financing Statement filed on January 31, 2007 in the Department of State for Delaware as No. 20070088061 and as continued by UCC-3 Financing Statement filed on September 21, 2009 in the Department of State for Delaware as No. 20093006878. The Contract shall be, and the same is, modified as follows: 1. The Revolving Maturity Date stated in the Note is changed to July 3, 2013 and to the extent that such Revolving Maturity Date is stated in any of the other individual instruments, documents and agreements that make up the Contract, the Revolving Maturity Date stated therein is changed to the Revolving Maturity Date stated herein2007 0088061.

Reservation of Rights; Entire Agreement. Bank does hereby reserve all rights and remedies it may have against all parties secondarily liable for repayment of the indebtedness evidenced by the Contract. The Contract, as herein modified, contains the entire agreement of the parties and the undersigned do hereby ratify and confirm the terms of the Contract, all of which shall remain in full force and effect, as modified herein. This Modification Agreement shall be binding upon any assignee and successor in interest of the parties hereto. Borrower waives and will not assert against any transferee and assignee of Bank any claims, defenses, set-offs and rights of recoupment which Borrower could assert against Bank, except defenses which Borrower cannot waive. All references herein to the “Modification Agreement” include any supplemental agreements filed of record to reflect modifications of any of the instruments, documents and other agreements making up the Contract that are of record. The undersigned have executed this Modification Agreement under seal as of the day and year first above stated. BANK: RBC BANK (USA) By: /s/ Xxxxxxx X. Xxxxx XxXxxxxx Print Name: Xxxxxxx X. Xxxxx, XxXxxxxx Title: Senior Vice President COMPUTER SOFTWARE INNOVATIONSM-TRON INDUSTRIES, INC. Witness: ., PIEZO TECHNOLOGY, INC., a Delaware corporation a Florida Corporation By: /s/ Xxxxx X. Xxxxxxx Xxxx Xxxxxxxx By: /s/ Xxxxx X. Xxxxxxx Xxxxx X. Xxxxxxx, Chief Financial Officer Xxxx Xxxxxxxx Print Name: Xxxxx X. XxxxxxxXxxx Xxxxxxxx Print Name: Xxxx Xxxxxxxx Title: President Title: President By: /s/ Xxxx Xxxxxxxx Print Name: Xxxx Xxxxxxxx Title: President 1. Describe Promissory Note (Date, Original Amount, Current Amount and all Modifications): A. Second ): Consolidated, Amended and Restated Commercial Promissory Note from Computer Software Innovationsdated September 30, Inc. to RBC Bank (USA) dated June 25, 2010 2005 in the original principal face amount of $8,000,000.00, with a current outstanding balance of $2,691,000.003,040,000.00. 2. Describe Security Documents (Type, Date and if recorded, Recording Information): A. Second ): Amended and Restated Loan Mortgage, Assignment of Rents and Security Agreement by and between Computer Software Innovations, Inc. and RBC Centura Bank (now known as RBC Bank (USA)) dated September 14, 2007; as amended by a Modification to Revolving Facility dated June 30, 2008; as further amended by a Modification Agreement dated September 11, 2008; 2005 and as further amended by a Modification Agreement dated December 21, 2009; and as further amended by a Modification Agreement dated June 25, 2010. B. UCC-1 Financing Statement, filed recorded on March 31November 2, 2005 in Official Records Book 8283, Page 1662, Public Records of Orange County, Florida (the Department “Mortgage”). Assignment of State for Delaware as NoLeases, Rents and dated September 30, 2005 and recorded on November 2, 2005 in Official Records Book 8283, Page 1682, Public Records of Orange County, Florida (the “Assignment of Rents”). 50976507UCC-1 Financing Statement recorded on November 2, as amended by UCC-3 2005 in Official Records Book 8283, Page 1693, Public Records of Orange County, Florida. UCC-1 Financing Statement filed on January 31November 8, 2007 in 2005 with the Department of State for Delaware as Florida Secured Transaction Registry under File No. 20070088061 200501115046. Unconditional Guaranty Agreement dated September 30, 2005, made by The LGL Group, Inc., a Delaware corporation (“LGL”), successor by merger to Xxxxx Corporation, an Indiana corporation, in favor of Bank (the “Guaranty”) 3. Describe other loan documents: Loan Agreement dated May 16, 2006 by and between Borrower and Bank (“Loan Agreement”). Subordination Agreement dated September 30, 2005, by and between Bank, Borrower and LGL (the “Subordination Agreement”). Waiver Letter dated May 19, 2009, from Bank to Borrower and LGL (the “Waiver Letter”). 1. Notwithstanding any other provision to the contrary or any right of Borrower or LGL to cure any default under the terms of the Contract including Borrower’s temporary right to cure financial covenant defaults set forth in Section 4 below, Borrower and LGL hereby agree that should Borrower or LGL be in default (beyond any applicable cure period) of any of Borrower or LGL’s obligations under any loan from First National Bank of Omaha , such default shall be considered a material Event of Default under the Contract whereby neither Borrower nor LGL shall be entitled to cure such Event of Default (known hereafter as continued by UCC-3 Financing Statement filed on September 21, 2009 in the Department a “Non-Curable Default”) and Bank may immediately exercise any and all rights and remedies of State for Delaware as No. 20093006878Bank to remedy such Non-Curable Default. 2. The Contract shall be, and the same is, Subordination Agreement is hereby modified as follows: 1(a) Subordinated Debt shall be no greater than $4,500,000.00. (b) Section 3 entitled “Forbearance” is hereby deleted and replaced with the following: “Creditor hereby agrees that it will not ask, demand, xxx for, take or receive from Borrower, by setoff or in any other manner, the whole or any part of any monies, now or hereafter owing by Borrower to Creditor, nor any security therefor, unless and until the Bank Debt shall have been indefeasibly paid in full.” 3. The Revolving Maturity Date stated in the Note Loan Agreement is changed hereby modified as follows: (a) The Tangible Net Worth financial covenant under Section D, Attachment 5 is hereby increased to July 3$5,500,000.00. (b) The definition of “Tangible Net Worth” is hereby deleted from Section E, 2013 and to the extent that such Revolving Maturity Date is stated in any Attachment 5 of the other individual instruments, documents Loan Agreement and agreements that make up replaced with the Contract, the Revolving Maturity Date stated therein is changed to the Revolving Maturity Date stated herein.following definition:

Reservation of Rights; Entire Agreement. Bank does hereby reserve all rights and remedies it may have against all parties secondarily liable for repayment of the indebtedness evidenced by the Contract. The Contract, as herein modified, contains the entire agreement of the parties and the undersigned do hereby ratify and confirm the terms of the Contract, all of which shall remain in full force and effect, as modified herein. This Modification Agreement shall be binding upon any assignee and successor in interest of the parties hereto. Borrower waives and will not assert against any transferee and assignee of Bank any claims, defenses, set-offs and rights of recoupment which Borrower could assert against Bank, except defenses which Borrower cannot waive. All references herein to the “Modification Agreement” include any supplemental agreements filed of record to reflect modifications of any of the instruments, documents and other agreements making up the Contract that are of record. The undersigned have executed this Modification Agreement under seal as of the day and year first above stated. BANK: RBC BANK (USA) /s/ Xxxxxxx X. Xxxxx Xxxxxxx X. Xxxxx, Senior Vice President COMPUTER SOFTWARE INNOVATIONS, INC. Witness: By: /s/ Xxxxx X. Xxxxxxx /s/ Xxxxx X. Xxxxxxx Xxxxx X. Xxxxxxx, Chief Financial Officer Print Name: Xxxxx X. Xxxxxxx: 1. Describe Note (Date, Original Amount, Current Amount and all Modifications): A. Second Amended and Restated Commercial Promissory Note from Computer Software Innovations, Inc. to RBC Centura Bank (now known as RBC Bank (USA)) dated June 25September 14, 2010 2007 in the original principal amount of $8,000,000.007,000,000.00, with a current outstanding balance of $2,691,000.001,357,000.00, as amended by a Modification to Revolving Facility dated June 30, 2008 and as further amended by a Modification Agreement dated September 11, 2008. 2. Describe Security Documents (Type, Date and if recorded, Recording Information): A. Second Amended and Restated Loan and Security Agreement by and between Computer Software Innovations, Inc. and RBC Centura Bank (now known as RBC Bank (USA)) dated September 14, 2007; , as amended by a Modification to Revolving Facility dated June 30, 2008; as further amended by a Modification Agreement dated September 11, 2008; and as further amended by a Modification Agreement dated December 21, 2009; and as further amended by a Modification Agreement dated June 25, 2010amended. B. UCC-1 Financing Statement, filed on March 31, 2005 in the Department of State for Delaware as No. 50976507, as amended by UCC-3 Financing Statement filed on January 31, 2007 in the Department of State for Delaware as No. 20070088061 and as continued by UCC-3 Financing Statement filed on September 21, 2009 in the Department of State for Delaware as No. 20093006878. The Contract shall be, and the same is, modified as follows: 1. The Revolving Maturity Date stated in the Note is changed to July 3, 2013 and to the extent that such Revolving Maturity Date is stated in any of the other individual instruments, documents and agreements that make up the Contract, the Revolving Maturity Date stated therein is changed to the Revolving Maturity Date stated herein2007 0088061.

Reservation of Rights; Entire Agreement. Bank does hereby reserve all rights and remedies it may have against all parties secondarily liable for repayment of the indebtedness evidenced by the Contract. The Contract, as herein modified, contains the entire agreement of the parties and the undersigned do hereby ratify and confirm the terms of the Contract, all of which shall remain in full force and effect, as modified herein. This Modification Agreement shall be binding upon any assignee and successor in interest of the parties hereto. Borrower waives and will not assert against any transferee and assignee of Bank any claims, defenses, set-offs and rights of recoupment which Borrower could assert against Bank, except defenses which Borrower cannot waive. All references herein to the “Modification Agreement” include any supplemental agreements filed of record to reflect modifications of any of the instruments, documents and other agreements making up the Contract that are of record. The undersigned have executed this Modification Agreement under seal as of the day and year first above stated. BANK: RBC BANK (USA) /s/ Xxxxxxx Cxxxxxx X. Xxxxx Xxxxxxx Cxxxxxx X. Xxxxx, Senior Vice President COMPUTER SOFTWARE INNOVATIONS, INC. Witness: By: /s/ Xxxxx Dxxxx X. Xxxxxxx /s/ Xxxxx Wxxxx X. Xxxxxxx Xxxxx Dxxxx X. Xxxxxxx, Chief Financial Officer Print Name: Xxxxx Wxxxx X. Xxxxxxx 1. Describe Note (Date, Original Amount, Current Amount and all Modifications): A. Second Amended and Restated Commercial Promissory Note from Computer Software Innovations, Inc. to RBC Bank (USA) dated June 25November 5, 2010 2010, in the original principal amount of $8,000,000.001,112,827.00, with a current outstanding balance of $2,691,000.001,112,827.00. 2. Describe Security Documents (Type, Date and if recorded, Recording Information): A. Second Amended and Restated Loan and Security Agreement by and between Computer Software Innovations, Inc. and RBC Centura Bank (now known as RBC Bank (USA)) dated September 14, 2007; as amended by a Modification to Revolving Facility dated June 30, 2008; as further amended by a Modification Agreement dated September 11, 2008; and as further amended by a Modification Agreement dated December 21, 2009; and as further amended by a Modification Agreement dated June 25, 2010. B. UCC-1 Financing Statement, filed on March 31, 2005 in the Department of State for Delaware as No. 50976507, as amended by UCC-3 Financing Statement filed on January 31, 2007 in the Department of State for Delaware as No. 20070088061 and as continued by UCC-3 Financing Statement filed on September 21, 2009 in the Department of State for Delaware as No. 20093006878. The Contract shall be, and the same is, modified as follows: 1. The Revolving Maturity Date stated in the Note is changed to July 3, 2013 and to the extent that such Revolving Maturity Date is stated in any of the other individual instruments, documents and agreements that make up the Contract, the Revolving Maturity Date stated therein is changed to the Revolving Maturity Date stated herein2007 0088061.