0001299933-12-000544 Sample Contracts

Committed Line of Credit Note (Daily LIBOR)
Rand Worldwide Inc • March 5th, 2012 • Services-prepackaged software

FOR VALUE RECEIVED, RAND WORLDWIDE, INC. and RAND A TECHNOLOGY CORPORATION (collectively, the “Borrower”), with an address at 11201 Dolfield Boulevard, Suites 112-115, Owings Mills, Maryland 21117, promises to pay to the order of PNC BANK, NATIONAL ASSOCIATION (the “Bank”), in lawful money of the United States of America in immediately available funds at its offices located at 2 Hopkins Plaza, Baltimore, Maryland 21201, or at such other location as the Bank may designate from time to time, the principal sum of EIGHT MILLION AND NO/100 DOLLARS ($8,000,000) (the “Facility”) or such lesser amount as may be advanced to or for the benefit of the Borrower hereunder, together with interest accruing on the outstanding principal balance from the date hereof, all as provided below.

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GUARANTY AND SECURITY AGREEMENT
Guaranty and Security Agreement • March 5th, 2012 • Rand Worldwide Inc • Services-prepackaged software • Maryland

THIS GUARANTY AND SECURITY AGREEMENT (this “Agreement”) is made this 29th day of February, 2012, by and between PNC BANK, NATIONAL ASSOCIATION, a national banking association (the “Lender”), with a mailing address for the purposes of this Agreement at Two Hopkins Plaza, 21st Floor, Baltimore, MD 21201 and RAND WORLDWIDE SUBSIDIARY, INC., a Delaware corporation (the “Guarantor”), with a chief executive office and mailing address of 11201 Dolfield Boulevard, Suites 112-115, Owings Mills, Maryland 21117.

FINANCING AND SECURITY AGREEMENT
Financing and Security Agreement • March 5th, 2012 • Rand Worldwide Inc • Services-prepackaged software

RAND WORLDWIDE, INC., a Delaware corporation (sometimes hereinafter referred to as the “Borrower Agent” or “U.S. Borrower”) and RAND A TECHNOLOGY CORPORATION, a corporation organized under the laws of the Province of Ontario (“Foreign Borrower”; the U.S. Borrower and the Foreign Borrower, each a “Borrower”; the U.S. Borrower and the Foreign Borrower, collectively, the “Borrowers”), jointly and severally;

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