0001047469-09-003531 Sample Contracts

SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • March 31st, 2009 • Goldleaf Financial Solutions Inc. • Services-prepackaged software • Georgia

This SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is made and entered into as of this 24 day of December, 2008, by and among GOLDLEAF FINANCIAL SOLUTIONS, INC., a Tennessee corporation, as borrower (the “Borrower”), BANK OF AMERICA, N.A., a national banking association, as a lender (“Bank of America”), THE PEOPLES BANK, as a lender (“Peoples Bank”) and WACHOVIA BANK, N.A., as a lender (“Wachovia”) (collectively, with Bank of America and Peoples Bank, the “Lenders”).

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AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • March 31st, 2009 • Goldleaf Financial Solutions Inc. • Services-prepackaged software • Tennessee

This Amended and Restated Employment Agreement (the “Agreement”) is made effective as of April 22, 2008 by and between Goldleaf Financial Solutions, Inc., a Tennessee corporation (the “Company”), and Henry M. Baroco (the “Executive”).

ADVISOR AGREEMENT
Advisor Agreement • March 31st, 2009 • Goldleaf Financial Solutions Inc. • Services-prepackaged software • Tennessee
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