AMENDMENT NO. 4 TO REVOLVING LINE OF CREDIT AND TERM LOAN AGREEMENT

A.

Reference is hereby made to a certain Revolving Line of Credit and Term Loan Agreement, dated as of November 30, 2007, by and between Borrower and Lender, as amended by (i) a certain Amendment No. 1 to Term Loan Agreement, dated March 31, 2008, (ii) a certain Amendment No. 2 to Term Loan Agreement, dated June 30, 2008, and (iii) a certain Amendment No. 3 to Term Loan Agreement, dated June 30, 2008 (as amended, the “ Loan Agreement ”). The loan obligations of Borrower to Lender are further evidenced by (i) a certain Term Promissory Note, dated November 30, 2007, from the Borrower to the Lender in the maximum principal amount of up to $13,000,000.00, as amended by a certain Amendment No. 1 and Allonge to Term Promissory Note, dated as of June 30, 2008, increasing the maximum principal amount to $15,000,000.00 and (ii) a certain Revolving Line of Credit Note, dated November 30, 2007, from the Borrower to the Lender in the maximum principal amount of $2,000,000.00 (together and as amended, the “ Notes ”). All capitalized terms used herein and not otherwise defined herein shall have the meanings as set forth in the Loan Agreement.

B.

Borrower has requested that Lender advance a Term Loan Advance to fund the Financed Acquisition of Alan N. Kanter & Associates, Inc., a Maryland corporation with its principal place of business at 31 Walker Avenue, 2nd Floor, Baltimore, MD 21208 (the “ Subsidiary ”).

C.

Lender has agreed to advance such Term Loan Advance for the Financed Acquisition, provided that Borrower joins with Lender in the execution of this Agreement and satisfies the conditions precedent for the Financed Acquisition set forth herein, including, without limitation, the execution by the Subsidiary of a Guaranty of the Loans.

2.

To evidence that the Subsidiary is an additional Guarantor of the Loans, Schedule A to the Loan Agreement is hereby deleted in its entirety and the attached new Schedule A is substituted therefor.

3.

Lender and Borrower hereby agree that, as a result of the acquisition of the Subsidiary as an Acquired Entity (as defined in the Loan Agreement), the updated calculation of Acquired EBITDA shall be as set forth on the table attached hereto as Schedule 1(a) “Acquired EBITDA” which Schedule shall be considered incorporated into and part of the Loan Agreement. The calculations set forth on Schedule 1(a) “Acquired EBITDA” are hereby intended to supersede and replace any prior agreements between Lender and Borrower as to the calculation of Acquired EBITDA.

4.

As a condition of this Agreement, Borrower shall at the time of execution of this Agreement:

(a)

reimburse Lender for its-out-of pocket costs in connection with this Agreement and the Modification Documents (as defined below), including reasonable legal fees and expenses incurred by Lender;

(b)

deliver to Lender the following documents in form and substance reasonably satisfactory to Lender or, if applicable, as required by the terms and conditions of the Loan Agreement:

(ii)

an Amendment No. 4 to Intercreditor Agreement executed by Borrower and by Junior Lender;

(iii)

a Stock Power certificate executed