Exhibit 10.2
[CSI LETTERHEAD]
May 12, 2009
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Andrew Barron Worden
Barron Partners LP
730 Fifth Avenue, 25th Floor
New York, NY 10019
Joe G. Black
204 Mt. Calvary Church Road
Easley, SC 29642
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Nancy K. Hedrick
Beverly N. Hawkins
Thomas P. Clinton
William J. Buchanan
Computer Software Innovations, Inc.
900 East Main Street, Suite T
Easley, SC 29640
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Re:
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Extension of
Subordinated Notes and Waiver
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Ladies and Gentlemen:
Each of you is the holder of a
separate Subordinated Promissory Note dated February 11, 2005
payable by Computer Software Innovations, Inc. (the
“Company”) in the original principal amount of
$1,875,200.00 in the case of Barron Partners LP
(“Barron”) and $375,000.00 in the case of all
individual holders (collectively, as amended by the Prior Extension
(as hereinafter defined), the “Notes” and each a
“Note”). The remaining principal amount owing on the
Notes as of the date of this letter is $975,200.00 in the case of
Barron and $195,040.00 in the case of all individual holders. The
Notes were originally due and payable in full on May 10, 2006,
and pursuant to a letter agreement (the “Prior
Extension”) dated April 23, 2008 between the Company and
the holders of the Notes (the “Noteholders”), the
maturity date of the Notes was extended until March 31, 2009.
The principal amount of the Notes was not paid at the
March 31, 2009 maturity and, accordingly, the Notes are
currently in default. Pursuant to the Prior Extension and the
original terms of the Notes, the Company has paid all accrued
interest due and payable to date at the default rate of fifteen
percent (15%) per annum (the “Default
Rate”).
Following recent discussions with
each of you, the Company is proposing the following amendments,
payments and waiver with respect to the Notes (collectively, the
“Amendment and Waiver”):
1. With respect to the Note held by
Barron, the maturity date will be extended from March 31, 2009
until August 30, 2009 (the “New Maturity Date”),
on which date all principal and accrued interest will be due and
payable in full to Barron.
2. Prior to the New Maturity Date,
the Company shall apply any proceeds from the exercise of the
common stock warrants held by Barron to pay down the outstanding
principal on the Notes. The parties agree that any such proceeds
shall be applied 75% toward the Note held by Barron and 25% to the
Notes held by the individual Noteholders until Barron is paid in
full, and thereafter 100% of such proceeds shall be applied to the
Notes
