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Exhibit 10.12
ASSIGNMENT AND ASSUMPTION AGREEMENT
KNOW ALL MEN BY THESE PRESENTS, that McAleer Computer
Associates, Inc. , an Alabama corporation (the "Assignor"), for
and in consideration of the sums set forth in that certain Asset
Purchase Agreement by and among Assignor, Assignee and William J.
McAleer, the sole shareholder of Assignor, dated November 21,
2006 (the "Purchase Agreement") to be paid in lawful money of the
United States, and other good and valuable consideration to
Assignor, at or before the signing and delivery of these presents,
by Computer Software Innovations, Inc., a Delaware
corporation (the "Assignee"), the receipt and sufficiency whereof
are hereby acknowledged, hereby assigns and transfers to Assignee
all of Assignor’s right, title, and interest in and to all
its intangible personal property and rights composing portions of
the Subject Assets (excluding the Excluded Assets) as described in
the Purchase Agreement (the "Assets").
Assignor, for good and valuable consideration, the receipt of
which is hereby acknowledged, does hereby transfer and assign to
Assignee all of Assignor’s right, title a
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