Exhibit 1
JOINT FILING AGREEMENT
The undersigned hereby consent to the joint filing by any of them of a
Statement on Schedule 13D and any amendments thereto, whether heretofore or
hereafter filed, relating to the securities of Click2Learn, Inc., and hereby
affirm that this Schedule 13D/A is being filed on behalf of each of the
undersigned.
Dated: January 30 2003 ComVest Opportunity Fund, LP
By:/s/Xxxxx Xxxxxx
----------------------------
Name: Xxxxx Xxxxxx
Title: Manager
Dated: January 30, 2003 ComVest Venture Partners, LP
By: ComVest Management, LLC,
its general partner
By:/s/Xxxxxxx X. Xxxx
----------------------------
Name: Xxxxxxx X. Xxxx
Title: Manager
Dated: January 30, 2003 ComVest Management, LLC
By:/s/Xxxxxxx X. Xxxx
----------------------------
Name: Xxxxxxx X. Xxxx
Title: Manager
Dated: January 30, 2003 Commonwealth Associates, LP
By: Commonwealth Management, LLC
its general partner
By:/s/ Xxxxx Xxxxxx
----------------------------
Name: Xxxxx Xxxxxx
Title: Secretary
Dated: January 30, 2003 Commonwealth Management, LLC
By:/s/ Xxxxx Xxxxxx
----------------------------
Name: Xxxxx Xxxxxx
Title: Secretary
Dated: January 30, 2003 Commonwealth Associates Group Holdings, LLC
By:/s/ Xxxxxxx X. Xxxx
----------------------------
Name: Xxxxxxx X. Xxxx
Title:Chairman and Chief Executive Officer
Dated: January 30, 2003
/s/Xxxxxxx X. Xxxx
-------------------------
Xxxxxxx X. Xxxx