Exhibit 10.2





Exhibit 10.2




001 — FTCI




Fifth Third Bank




Amended and Restated

Continuing Guaranty Agreement




THIS AMENDED AND RESTATED CONTINUING GUARANTY AGREEMENT (the “Guaranty”) made as of October
21, 2009 by and between Streamline Health Solutions, Inc., a Delaware corporation located at 10200
Alliance Road, Cincinnati, Hamilton County, Ohio 45242 (the “Guarantor”) and Fifth Third Bank, an
Ohio banking corporation located at 38 Fountain Square Plaza, Cincinnati, Hamilton County, Ohio
45263 for itself and as agent for any affiliate of Fifth Third Bancorp (“Beneficiary”).



WITNESSETH:




WHEREAS, Beneficiary has agreed to extend credit and financial accommodations to Streamline
Health, Inc., an Ohio corporation (“Borrower”), pursuant to the Amended and Restated Revolving
Note, dated October 21, 2009, executed by Borrower and made payable to the order of Beneficiary,
and all agreements, instruments and documents executed or delivered in connection with any of the
foregoing or otherwise related thereto (together with any amendments, modifications, or
restatements thereof, the “Loan Documents”); and



WHEREAS, Guarantor is affiliated with Borrower and, as such, shall be benefited directly by
the transaction contemplated by the Loan Documents, and shall execute this Guaranty in order to
induce Beneficiary to enter into such transaction.



NOW, THEREFORE, in consideration of the foregoing premises and other good and valuable
consideration, Guarantor hereby guarantees, promises and undertakes as follows (with this Guaranty
amending and restating in its entirety the Continuing Guaranty Agreement dated as of January 6,
2009 between Lender and Guarantor:




1. GUARANTY.




(a) Guarantor hereby unconditionally, absolutely and irrevocably guarantees to
Beneficiary the full and prompt payment and performance when due (whether at maturity by
acceleration or otherwise) of any and all loans, advances, indebtedness and each and every
other obligation or liability of Borrower owed to Beneficiary and any affiliate of Fifth
Third Bancorp, however created, of every kind and description, whether now existing or
hereafter arising and whether direct or indirect, primary or as guarantor or surety,
absolute or contingent, due or to become due, liquidated or unliquidated, matured or
unmatured, participated in whole or in part, created by trust agreement, lease, overdraft,
agreement, or otherwise, whether or not secured by additional collateral, whether originated
with Beneficiary or owed to others and acquired by Beneficiary by purchase, assignment or
otherwise, and including, without limitation, all loans, advances, indebtedness and each and
every other obligation or liability arising under the Loan Documents, letters of credit now
or hereafter issued by Beneficiary or any affiliate of Fifth Third Bancorp for the benefit
of or at the request of Borrower, all obligations to perform or forbear from performing
acts, any and all Rate Management Obligations (as defined in the Loan Documents), and all agreements, instruments and documents
evidencing, guarantying, securing or otherwise executed in connection with any of the
foregoing, together with any amendments, modifications, and restatements thereof, and all
expenses and attorneys’ fees incurred or other sums disbursed by Beneficiary or any
affiliate of Fifth Third Bancorp under this Guaranty or any other document, instrument or
agreement related to any of the foregoing (collectively, the “Obligations”).


 


 









 






(b) This Guaranty is a continuing guaranty of payment, and not merely of collection,
that shall remain in full force and effect until expressly terminated in writing by
Beneficiary, notwithstanding the fact that no Obligations may be outstanding from time to
time. Such termination by Beneficiary shall be applicable only to transactions having their
inception after the effective date thereof, and shall not affect the enforceability of this
Guaranty with regard to any Obligations arising out of transactions having their inception
prior to such effective date, even if such Obligations shall have been modified, renewed,
compromised, extended, otherwise amended or performed by Beneficiary subsequent to such
termination. In the absence of any termination of this Guaranty as provided above,
Guarantor agrees that Guarantor’s obligations hereunder shall not be deemed discharged or
satisfied until the Obligations are fully paid and performed, and no such payments or
performance with regard to the Obligations is subject to any right on the part of any person
whomsoever, including but not limited to any trustee in bankruptcy, to recover any of such
payments. If any such payments are so set aside or settled without litigation, all of which
is within Beneficiary’s discretion, Guarantor shall be liable for the full amount
Beneficiary is required to repay, plus costs, interest, reasonable attorneys’ fees and any
and all expenses that Beneficiary paid or incurred in connection therewith. A successor of
Borrower, including Borrower in its capacity as debtor in a bankruptcy reorganization case,
shall not be considered to be a different person than Borrower; and this Guaranty shall
apply to all Obligations incurred by such successor.




(c) Guarantor agrees that Guarantor is directly and primarily liable to Beneficiary and
that the Obligations hereunder are independent of the Obligations of Borrower, or of any
other guarantor. The liability of Guarantor hereunder shall survive discharge or compromise
of any Obligation of Borrower in bankruptcy or otherwise. Beneficiary shall not be required
to prosecute or seek to enforce any remedies against Borrower or any other party liable to
Beneficiary on account of the Obligations, or to seek to enforce or resort to any remedies
with respect to any collateral granted to Beneficiary by Borrower or any other party on
account of the Obligations, as a condition to payment or performance by Guarantor under this
Guaranty.




(d) Beneficiary may, without notice or demand and without affecting its rights
hereunder, from time to time: (i) renew, extend, accelerate or otherwise change the amount
of, the time for payment of, or other terms relating to, any or all of the Obligations, or
otherwise modify, amend or change the terms of the Loan Documents or any other document or
instrument evidencing, securing or otherwise relating to the Obligations, (ii) take and hold
collateral for the payment of the Obligations guaranteed hereby, and exchange, enforce,
waive, and release any such collateral, and apply such collateral and direct the order or
manner of sale thereof as Beneficiary in its discretion may determine. Accordingly, Guarantor hereby waives notice of any and all of the
foregoing.


 


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(e) Guarantor hereby waives all defenses, counterclaims and off-sets of any kind or
nature, whether legal or equitable, that may arise: (i) directly or indirectly from the
present or future lack of validity, binding effect or enforceability of the Loan Documents
or any other document or instrument evidencing, securing or otherwise relating to the
Obligations, (ii) from Beneficiary’s impairment of any collateral, including the failure to
record or perfect the Beneficiary’s interest in the collateral, or (iii) by reason of any
claim or defense based upon an election of remedies by Beneficiary in the event such
election may, in any manner, impair, affect, reduce, release, destroy or extinguish any
right of contribution or reimbursement of Guarantor, or any other rights of the Guarantor to
proceed against any other guarantor, or against any other person or any collateral.




(f) Guarantor hereby waives all presentments, demands for performance or payment,
notices of nonperformance, protests, notices of protest, notices of dishonor, notices of
default or nonpayment, notice of acceptance of this Guaranty, and notices of the existence,
creation, or incurring of new or additional Obligations, and all other notices or
formalities to which Guarantor may be entitled, and Guarantor hereby waives all suretyship
defenses, including but not limited to all defenses set forth in the Uniform Commercial
Code, as revised from time to time (the “UCC”) to the full extent such a waiver is permitted
thereby.




(g) Guarantor hereby irrevocably waives all legal and equitable rights to recover from
Borrower any sums paid by the Guarantor under the terms of this Guaranty, including without
limitation all rights of subrogation and all other rights that would result in Guarantor
being deemed a creditor of Borrower under the federal Bankruptcy Code or any other law, and
Guarantor hereby waives any right to assert in any manner against Beneficiary any claim,
defense, counterclaim and offset of any kind or nature, whether legal or equitable, that
Guarantor may now or at any time hereafter have against Borrower or any other party liable
to Beneficiary.




(h) In order to secure repayment of all Obligations, Guarantor and Lender have entered
into a Security Agreement dated as of the date hereof. The rights of Lender in and to the
Collateral are set forth in the Security Agreement.



2. REPRESENTATIONS, WARRANTIES AND COVENANTS. Guarantor hereby represents, warrants
and covenants as follows:




(a) Guarantor is duly organized, validly existing and in good standing under the laws
of the state of its incorporation, has the power and authority to carry on its business and
to enter into and perform this Guaranty and is qualified and licensed to do business in each
jurisdiction in which such qualification or licensing is required.




(b) The execution, delivery and performance by Guarantor of this Guaranty have been
duly authorized by all necessary corporate action, and shall not violate any
provision of law or regulation applicable to Guarantor, or the articles of
incorporation, regulations or bylaws of Guarantor, or any writ or decree of any court or
governmental instrumentality, or any instrument or agreement to which Guarantor is a party
or by which Guarantor may be bound; this Guaranty is a legal, valid and binding obligation
of said Guarantor, enforceable in accordance with its terms; and there is no action or
proceeding before any court or governmental body agency now pending that may materially
adversely affect the condition (financial or otherwise) of Guarantor.


 


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3. AFFIRMATIVE COVENANTS. Guarantor covenants with, and represents and warrants to,
Beneficiary that, from and after the execution date of the Loan Documents until the Obligations are
paid and satisfied in full:




(a) Financial Statements. Guarantor shall maintain a standard and modem system
for accounting and shall furnish to Beneficiary:




(i) Within 30 days after the end of each month, a copy of Guarantor’s
internally prepared consolidated financial statements for that month and for the
year to date in a form reasonably acceptable to Beneficiary, prepared and certified
as complete and correct, subject to changes resulting from year-end adjustments, by
the principal financial officer of Guarantor;




(ii) Within 45 days after the end of each quarter, a copy of Guarantor’s
financial statements for that quarter and for the year to date and certified as
complete and correct, subject to changes resulting from year-end adjustments, by the
principal financial officer of Guarantor;




(iii) Within 120 days after the end of each fiscal year, a copy of Guarantor’s
financial statements audited by a firm of independent certified public accountants
acceptable to Beneficiary (which acceptance shall not be unreasonably withheld) and
accompanied by an audit opinion of such accountants without qualification;




(iv) With all financial statements delivered to Beneficiary as provided in (i),
(ii) and (iii) above, Guarantor shall deliver to Beneficiary a Financial Statement
Compliance Certificate in addition to the other information set forth therein, which
certifies the Guarantor’s compliance with the financial covenants set forth herein
and that no Event of Default has occurred.




(v) With the statements submitted above, a certificate signed by the Guarantor,
(i) stating that no Event of Default specified herein, nor any event which upon
notice or lapse of time, or both would constitute such an Event of Default, has
occurred, or if any such condition or event existed or exists, specifying it and
describing what action Guarantor has taken or proposes to take with respect thereto,
and (ii) setting forth, in summary form, figures showing the financial status of
Guarantor in respect of the financial restrictions contained herein;


 


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(vi) Immediately upon any officer of Guarantor obtaining knowledge of any
condition or event which constitutes or, after notice or lapse of time or both,
would constitute an Event of Default, a certificate of such person specifying the
nature and period of the existence thereof, and what action Guarantor has taken or
is taking or proposes to take in respect thereof;




All of the statements referred to in (i), (ii) and (iii) above shall be in conformance with
generally accepted accounting principles and give representatives of Beneficiary access
thereto at all reasonable times, including permission to examine, copy and make abstracts
from any such books and records and such other information which might be helpful to
Beneficiary in evaluating the status of the loans as it may reasonably request from time to
time.




If at any time Guarantor has any additional subsidiaries which have financial statements
that could be consolidated with those of Guarantor under generally accepted accounting
principles, the financial statements required by subsections (i), (ii) and (iii) above shall
be the financial statements of Guarantor and all such subsidiaries prepared on a
consolidated and consolidating basis.



4. NEGATIVE COVENANTS. Guarantor covenants with, and represents and warrants to,
Beneficiary that, from and after the execution date hereof until the Obligations are paid and
satisfied in full:




(a) Capital Stock and Distribution. Guarantor shall not (a) declare or pay any
dividend or distributions (except stock dividends) on its capital stock, (b) make any
payments of any kind to its shareholders (including, without limitation, debt repayments,
payments for goods or services or otherwise, but excluding ordinary salary payments to
shareholders employed by Guarantor) or (c) redeem any shares of its capital stock in any
fiscal year. Notwithstanding the foregoing, if Guarantor elects to be taxed as an “S”
corporation for federal income tax purposes, distributions to Guarantor’s shareholders shall
be permitted in amounts necessary to cover federal and state income tax liabilities payable
solely as a result of income of Guarantor being included in such shareholders’ tax returns
which distributions shall be in amounts necessary to pay such shareholders’ tax obligations
based upon such income derived from Guarantor; such distributions may be made only so long
as no Event of Default has occurred prior to such distributions or shall occur as a result
of such distribution.




5. FINANCIAL COVENANTS. Guarantor and Beneficiary hereby agrees as follows:




(a) Fixed Charge Coverage Ratio. Guarantor shall not permit its Fixed Charge
Coverage Ratio, on a consolidated basis, to be less than 1.10 to 1.0 at the end of any
quarter as measured on a rolling twelve month basis.




(b) Funded Indebtedness to EBITDA. Guarantor shall not permit its Funded
Indebtedness to EBITDA, on a consolidated basis, to be greater than 2.00:1.0 at the end of
any quarter as measured on a trailing twelve month basis.


 


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6. DEFINITIONS. Certain capitalized terms have the meanings set forth on any exhibit
hereto, in the Security Agreement, if applicable, or any other Loan Document. All financial terms
used herein but not defined on the exhibits, in the Security Agreement, if applicable, or any other
Loan Document have the meanings given to them by generally accepted accounting principles. All
other undefined terms have the meanings given to them in the Uniform Commercial Code as adopted in
the state whose law governs this instrument. The following definitions are used herein:




(a) “EBITDA” means on a consolidated basis, the amount of Guarantor’s earnings before
interest, taxes, depreciation and amortization expense for the measurement period.




(b) “Fixed Charge Coverage Ratio” means the ratio of (a) Guarantor’s EBITDA plus rent
and operating lease payments, less distributions, dividends and capital expenditures (other
than capital expenditures financed with the proceeds of purchase money Indebtedness or
capital leases to the extent permitted hereunder) and other extraordinary items for the
twelve month period then ending to (b) the consolidated sum of (i) Guarantor’s interest
expense, and (ii) all principal payments with respect to Indebtedness that were paid or were
due and payable by all consolidated entities during the period plus rent and operating lease
expense incurred and all cash taxes paid in the same such period.




(c) “Funded Indebtedness” means all Indebtedness (i) in respect of money borrowed or
(ii) evidenced by a note, debenture (senior or subordinated) or other like written
obligation to pay money, or (iii) in respect of rent or hire of property under leases or
lease arrangements which under generally accepted accounting principles are required to be
capitalized, or (iv) in respect of obligations under conditional sales or other title
retention agreements.




(d) “Indebtedness” means (i) all items (except items of capital stock, of capital
surplus, of general contingency reserves or of retained earnings, deferred income taxes, and
amount attributable to minority interest if any) which in accordance with generally accepted
accounting principles would be included in determining total liabilities on a consolidated
basis (if Guarantor should have a subsidiary) as shown on the liability side of a balance
sheet as at the date as of which Indebtedness is to be determined, (ii) all indebtedness
secured by any mortgage, pledge, lien or conditional sale or other title retention agreement
to which any property or asset owned or held is subject, whether or not the indebtedness
secured thereby shall have been assumed (excluding non-capitalized leases which may amount
to title retention agreements but including capitalized leases), and (iii) all indebtedness
of others which Guarantor or any subsidiary has directly or indirectly guaranteed, endorse
(otherwise than for collection or deposit in the ordinary course of business), discounted or
sold with recourse or agreed (contingently or otherwise) to purchase or repurchase or
otherwise acquire, or in respect of which Guarantor or any subsidiary has agreed to apply or
advance funds (whether by way of loan, stock purchase, capital contribution or otherwise) or
otherwise to become directly or indirectly liable.


 


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(e) “Loan Documents” means any and all Rate Management Agreements and each and every
document or agreement executed by any party evidencing, guarantying or securing any of the
Obligations; and “Loan Document” means any one of the Loan Documents.




(f) “Subsidiary” means any corporation of which Guarantor directly or indirectly owns
or controls at the time outstanding stock having ordinary circumstances (not depending on
the happening of a contingency) voting power to elect a majority of the board of directors
of said corporation.



7. EVENTS OF DEFAULT. Any of the following occurrences shall constitute an “Event of
Default” under this Guaranty:




(a) An Event of Default occurs under the terms of the Loan Documents or any other
document or instrument evidencing, securing or otherwise relating to the Obligations, as
“Event of Default” shall be defined therein.




(b) Guarantor shall fail to observe or perform (i) the covenants set forth in Sections
4 or 5 hereof or (ii) any other covenant, condition, or agreement under this Guaranty, in
the case of clause (ii) for a period of thirty (30) days from the date of such breach, or
any representation or warranty of Guarantor set forth in this Guaranty shall be materially
inaccurate or misleading when made or delivered.




(c) The dissolution of Guarantor, or of any endorser or other guarantor of the
Obligations, or the merger or consolidation of any of the foregoing with a third party, or
the lease, sale or other conveyance of a material part of the assets or business of any of
the foregoing to a third party outside the ordinary course of its business, or the lease,
purchase or other acquisition of a material part of the assets or business of a third party
by any of the foregoing.




(d) The default by Guarantor under the terms of any indebtedness of Guarantor now or
hereafter existing, which default has not been cured within any time period permitted
pursuant to the terms and conditions of such indebtedness or the occurrence of an event
which gives any creditor the right to accelerate the maturity of any such indebtedness.




(e) The commencement by Guarantor of a voluntary case under any applicable bankruptcy,
insolvency or other similar law now or hereafter in effect; or the entry of a decree or
order for relief in respect of Guarantor in a case under any such law or appointing a
receiver, liquidator, assignee, custodian, trustee, sequestrator (or other similar official)
of Guarantor or for any substantial part of Guarantor’s property, or ordering the wind-up or
liquidation of Guarantor’s affairs; or the filing and pendency for 30 days without dismissal
of a petition initiating an involuntary case under any such bankruptcy, insolvency or
similar law; or the making by Guarantor of any general assignment for the benefit of
creditors; or the failure of Guarantor generally to pay Guarantor’s debts as such debts
become due; or the taking of action by Guarantor in furtherance of any of the foregoing.


 


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(f) The revocation or attempted revocation of this Guaranty by Guarantor before the
termination of this Guaranty in accordance with its terms, or the assignment or attempted
assignment of this Guaranty by Guarantor.




8. REMEDIES.




(a) Whenever any Event of Default as defined herein shall have happened, Beneficiary,
in its sole discretion, may take any remedial action permitted by law or in equity or by the
Loan Documents or any other document or instrument evidencing, securing or otherwise
relating to the Obligations, including demanding payment in full of all sums guaranteed
hereby, plus any accrued interest or other expenses.




(b) If Beneficiary should employ attorneys or incur other expenses for the enforcement
of this Guaranty, Guarantor, on demand therefor, shall reimburse the reasonable fees of such
attorneys and such other expenses to the extent permitted by law.




(c) No remedy set forth herein is exclusive of any other available remedy or remedies,
but each is cumulative and in addition to every other remedy given under this Guaranty or
now or hereafter existing at law or in equity or by statute. No delay or omission on the
part of Beneficiary to exercise any right or remedy shall be construed to be a waiver
thereof, but any such right or remedy may be exercised from time to time and as often as may
be deemed expedient thereby, and a waiver on any one occasion shall be limited to that
particular occasion.



9. FINANCIAL CONDITION OF BORROWER. Guarantor is presently informed of the financial
condition of Borrower and of all other circumstances that a diligent inquiry would reveal and which
would bear upon the risk of nonpayment of any of the Obligations. Guarantor hereby covenants that
Guarantor shall continue to keep informed of such matters, and hereby waives Guarantor’s right, if
any, to require Beneficiary to disclose any present or future information concerning such matters
including, but not limited to, the release of or revocation by any other guarantor.



10. SUBORDINATION. All indebtedness and liability now or hereafter owing by Borrower
to Guarantor is hereby postponed and subordinated to the Obligations owing to Beneficiary; and such
indebtedness and liability to Guarantor, if Beneficiary so requests, shall be collected, enforced
and received by Guarantor as trustee for Beneficiary and be paid over to Beneficiary on account of
the Obligations.



11. NOTICES. Any notices under or pursuant to this Guaranty shall be deemed duly sent
when delivered in hand or when mailed by registered or certified mail, return receipt requested,
addressed as follows:



	 	 	 
	To Guarantor:

	 	Streamline Health Solutions, Inc.

10200 Alliance Road

Cincinnati, Ohio 45242

Hamilton County, Ohio






 


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	To Beneficiary:

	 	Fifth Third Bank

38 Fountain Square Plaza

Cincinnati, Ohio 45263

Hamilton County, Ohio







Either party may change such address by sending notice of the change to the other party.




12. MISCELLANEOUS.




(a) This Guaranty may be executed by the parties hereto in separate counterparts, each
of which when so executed and delivered shall be an original, but all such counterparts
shall together constitute but one and the same instrument.




(b) This Guaranty is the complete agreement of the parties hereto and supersedes all
previous understandings and agreements relating to the subject matter hereof. Neither this
Guaranty nor any of the terms hereof may be terminated, amended, supplemented, waived or
modified orally, but only by an instrument in writing signed by the party against whom
enforcement of the termination, amendment, supplement, waiver or modification is sought.




(c) As the context herein requires, the singular shall include the plural and one
gender shall include one or both other genders.




(d) This Guaranty shall inure to the benefit of Beneficiary’s successors and assigns
and shall be binding upon the heirs, executors, administrators and successors of Guarantor.
This Guaranty is not assignable by Guarantor.




(e) If any provision of this Guaranty or the application thereof to any person or
circumstance is held invalid, the remainder of this Guaranty and the application thereof to
other persons or circumstances shall not be affected thereby.




(f) If from any cause or circumstances whatsoever, fulfillment of any provisions of
this Guaranty at the time performance of such provision shall be due involves transcending
the limit of validity presently prescribed by any applicable usury statute or any other
applicable law, with regard to obligations of like character and amount, then ipso facto the
obligation to be fulfilled shall be reduced to the limit of such validity. The provisions
of this paragraph shall control every other provision of this Guaranty.




(g) This Guaranty is assignable by Beneficiary, and any assignment hereof or any
transfer or assignment of the Loan Documents or portions thereof by Beneficiary shall
operate to vest in any such assignee all rights and powers herein conferred upon and granted
to Beneficiary.




(h) This Guaranty shall be governed by and construed in accordance with the law of the
State of Ohio. Guarantor agrees that the state and federal courts for the County in which
the Beneficiary is located or any other court in which Beneficiary initiates proceedings
have exclusive jurisdiction over all matters arising out of this Guaranty.


 


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(i) GUARANTOR AND BENEFICIARY HEREBY WAIVE THE RIGHT TO TRIAL BY JURY OF ANY MATTERS
ARISING IN CONNECTION WITH THIS GUARANTY OR THE TRANSACTIONS RELATED THERETO.



13. CONFESSION OF JUDGMENT. Guarantor authorizes any attorney of record to appear for
it in any court of record in the State of Ohio, after an Obligation becomes due and payable whether
by its terms or upon default, waive the issuance and service of process, and release all errors,
and confess a judgment against it in favor of the holder of such Obligation, for the principal
amount of such Obligation plus interest thereon, together with court costs and attorneys’ fees.
Stay of execution and all exemptions are hereby waived. If an Obligation is referred to an
attorney for collection, and the payment is obtained without the entry of a judgment, the obligors
shall pay to the holder of such obligation its attorneys’ fees. GUARANTOR AGREES THAT AN ATTORNEY
WHO IS COUNSEL TO BENEFICIARY OR ANY OTHER HOLDER OF SUCH OBLIGATION MAY ALSO ACT AS ATTORNEY OF
RECORD FOR GUARANTOR WHEN TAKING THE ACTIONS DESCRIBED ABOVE IN THIS PARAGRAPH. GUARANTOR AGREES
THAT ANY ATTORNEY TAKING SUCH ACTIONS MAY BE PAID FOR THOSE SERVICES BY BENEFICIARY OR THE HOLDER
OF SUCH OBLIGATION. GUARANTOR WAIVES ANY CONFLICT OF INTEREST THAT MAY BE CREATED BECAUSE THE
ATTORNEY WHO ACTS FOR GUARANTOR PURSUANT TO THIS PARAGRAPH IS ALSO REPRESENTING BENEFICIARY OR THE
HOLDER OF SUCH OBLIGATION, OR BECAUSE SUCH ATTORNEY IS BEING PAID BY BENEFICIARY OR THE HOLDER OF
SUCH OBLIGATION.



IN WITNESS WHEREOF, Guarantor has caused this Guaranty to be executed as of the date first
above written.



WARNING — BY SIGNING THIS PAPER YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL. IF YOU DO NOT
PAY ON TIME A COURT JUDGMENT MAY BE TAKEN AGAINST YOU WITHOUT YOUR PRIOR KNOWLEDGE AND THE POWERS
OF A COURT CAN BE USED TO COLLECT FROM YOU REGARDLESS OF ANY CLAIMS YOU MAY HAVE AGAINST THE
CREDITOR WHETHER FOR RETURNED GOODS, FAULTY GOODS, FAILURE ON HIS PART TO COMPLY WITH THE
AGREEMENT, OR ANY OTHER CAUSE.



	 	 	 	 	 	 	 	 	 	 	 
	BENEFICIARY:	 	 	 	BORROWER:	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	Fifth Third Bank, an Ohio
banking corporation	 	 	 	Streamline Health Solutions, Inc.,
an Ohio corporation	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	By

	 	/s/ Daniel G. Feldmann
	 	 	 	By
	 	/s/ Donald E. Vick, Jr.	 	 
	 

	 	 
	 	 	 	 	 	 	 	 
	 

	 	(Signature)
	 	 	 	 	 	(Authorized Signer)	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	Daniel G. Feldmann, AVP	 	 	 	Donald E. Vick, Jr., Interim CFO	 	 
	 	 	 	 	 	 	 
	(Print Name and Title)	 	 	 	(Print Name and Title)	 	 







 


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