0001047469-02-008789 Sample Contracts

SCHEDULE 13D JOINT FILING AGREEMENT
Joint Filing Agreement • December 31st, 2002 • Prophet 21 Inc • Services-computer integrated systems design

This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which, taken together, shall constitute one and the same instrument.

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VOTING AGREEMENT
Voting Agreement • December 31st, 2002 • Prophet 21 Inc • Services-computer integrated systems design • Delaware

VOTING AGREEMENT (this "Agreement"), dated as of December 27, 2002, by and among XXI Merger Corp., a Delaware corporation ("Purchaser"), and The Daniel J. Meggitt Irrevocable Trust dated August 19, 2002 (the "Shareholder").

VOTING AGREEMENT
Voting Agreement • December 31st, 2002 • Prophet 21 Inc • Services-computer integrated systems design • Delaware

VOTING AGREEMENT (this "Agreement"), dated as of December 27, 2002, by and among XXI Merger Corp., a Delaware corporation ("Purchaser"), and Charles L. Boyle, III (the "Shareholder").

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