FOURTH AMENDMENT TO AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT

EXHIBIT 12

FOURTH AMENDMENT TO

AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT

This Amendment to Amended and Restated Limited Liability Company Agreement of DAL Group, LLC (the “Amendment”) is made as of July 26, 2010 by DAL Group, LLC (the “Company”).

Background

The Company adopted a limited liability company agreement on March 20, 2007, and amended and restated it on May 1, 2009. The Company adopted, and is now subject to, an Amended and Restated Limited Liability Company Agreement as of January 15, 2010, amended as of March 23, 2010 and as of May 3, 2010 (the “Operating Agreement”).

The Company has entered into a Stock Purchase Agreement (the “Purchase Agreement”) with the shareholders of Timios, Inc., dated as of the same date as this Amendment, pursuant to which the Company, upon closing of the transactions contemplated by the Purchase Agreement, would purchase all of the issued and outstanding shares of Timios, Inc. In connection with the transactions contemplated by the Purchase Agreement, DJSP Enterprises, Inc. will contribute 200,000 ordinary shares of the Company and in exchange for such contribution, the Company desires to issue 200,000 additional Common Units to DJSP Enterprises, Inc.

The Company desires to amend Appendix C of the Operating Agreement to reflect DJSP Enterprises, Inc.’s ownership of an additional 200,000 Common Units of the Company and the resulting changes to the Membership Percentages of the Members.

Pursuant to Section 12.1 of the Operating Agreement, amendments to Appendix C following any issuance, redemption, repurchase, reallocation or Transfer of Units in accordance with the Operating Agreement may be made by the Company with the consent of the Members holding a majority of the outstanding Series A Preferred Units (the “Series A Preferred Members”).

Now, therefore, the Company and the Series A Preferred Members hereby agree as follows.

Amendment

1. Amendment. Appendix C of the Operating Agreement is hereby deleted in its entirety, and the appendix set forth on Exhibit A to this Amendment is adopted as Appendix C.

2. Miscellaneous.

(a) Except as specifically amended by this Amendment, the Operating Agreement shall remain in full force and effect and is hereby ratified and confirmed.

(b) This Amendment shall be construed as one with the Operating Agreement, and the Operating Agreement shall, where the context requires, be read and construed throughout so as to incorporate this Amendment.

The Company and the sole Series A Preferred Member have executed this Amendment to Amended and Restated Limited Liability Company Agreement of DAL Group, LLC as of the date first above written.

THE COMPANY:

	DAL GROUP, LLC

By:		/s/ Xxxxx X. Xxxxx
		Xxxxx X. Xxxxx, President

SERIES A PREFERRED MEMBER:

	XXXXX HOLDING COMPANY – PT, INC.

	By:	/s/ Xxxxx X. Xxxxx
		Xxxxx X. Xxxxx, President

EXHIBIT A

APPENDIX C

DAL GROUP, LLC

Membership Interests

Name and Addresses	Common Units			Series A Preferred Units		B1 Interests		B2 Interests		B3 Interests		B4 Interests		B5 Interests		Capital Contribution		Initial Capital Account 9
DJSP Enterprises, Inc. (“DJSP”) (formerly Chardan 2008 China Acquisition Corp.) c/o Chardan Capital LLC 000 Xxxxx Xxxx Xxxx Xxxxxxxxxxx, XX 00000 Attn: Xxx Xxxxxxx Facsimile: (000) 000 0000 email: xxxxxxxx@xxxxxxxxxxxxxx.xxx		10,863,866	10		0		0		0		0		0		0	$	52,477,047
Xxxxx Holding Company - PT, Inc. (formerly Professional Title and Abstract Company of Florida,Inc.) 0000 Xxxxx Xxxx Xxxxxx Xxxx Xxxxx 000 Xxxxxxxxxx, XX 00000 Attn: Xxxxx X. Xxxxx, Esq. Facsimile: (000) 000-0000 email: xxxxxxx@xxx.xxxxxxxxxx.xxx		2,393,332			1,666,667		0		0		646,667		646,667		646,667	Description of property

9 Upon the admission of the Xxxxx Participants and DJSP (formerly Chardan), the Members agree that each Member’s initial Capital Account balance shall be equal to the value of such Member’s Units, computed as follows: The value of the DAL Warrants and DAL Options issued to DJSP will be equal to the valuation determined for fair value accounting purposes, unless otherwise agreed to by the Members. The Series A Preferred Units will be valued at $25 million in the aggregate. A Common Unit will have a value equal to the cash capital contribution made by DJSP minus the value of the DAL Warrants and DAL Options issued to DJSP, divided by the number of Common Units issued to DJSP. The value of a Series B Preferred Unit will be the same as a Common Unit.

10 Equals number of shares of DJSP Ordinary Shares outstanding.

C-1

Name and Addresses	Common Units		Series A Preferred Units		B1 Interests		B2 Interests		B3 Interests		B4 Interests		B5 Interests		Capital Contribution	Initial Capital Account 9
Xxxxxxx X. Xxxxxxx c/o FlatWorld Capital LLC 000 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Facsimile: (000) 000-0000 email: xxxxxxx@xxxxxxxxxxxxxxxx.xxx		722,668		0		0		0		61,333		61,333		61,333	Description of property
Nagina Partners LLC c/o FlatWorld Capital LLC 000 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxx Xxxxx Facsimile: (000) 000-0000 email: xxxxxx@xxxxxxxxxxxxxxxx.xxx		1,084,000		0		0		0		92,000		92,000		92,000	Description of property
Totals		15,063,866		1,666,667		0		0		800,000		800,000		800,000

C-2

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FOURTH AMENDMENT TO AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT

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