THIRD SUPPLEMENTAL INDENTURE



 Exhibit 4.3 
  
 THIRD SUPPLEMENTAL INDENTURE 
  
 This Supplemental Indenture, dated as of November 26, 2003 (this “Supplemental Indenture”), among Louis E. Marino, Sr., Inc. (the
“New Guarantor”), Global Imaging Systems, Inc. (together with its successors and assigns, the “Company”), each other then existing Guarantor under the Indenture referred to below (the “Guarantors”),
and The Bank of New York, as Trustee under the Indenture referred to below. 
  
 W I T N E S S E T H: 
  
 WHEREAS,
the Company, the Guarantors and the Trustee have heretofore executed and delivered an Indenture, dated as of May 16, 2003 (as amended, supplemented, waived or otherwise modified, the “Indenture”), providing for the issuance of an
aggregate principal amount of up to $57,500,000 million of 4% Convertible Senior Subordinated Notes due 2008 of the Company; 
  
 WHEREAS, Section 12.2 of the Indenture provides that the Company is required to cause certain Subsidiaries that are created or acquired after the date of
the Indenture to execute and deliver to the Trustee a Supplemental Indenture pursuant to which such Subsidiary will fully and unconditionally guarantee, on a joint and several basis with the other Guarantors, the full and prompt payment of the
Obligations of the Company under the Securities and the Indenture on a senior subordinated basis, and the performance of all other obligations of the Company to the Holders and the Trustee all in accordance with the terms set forth in Article 12 of
the Indenture; 
  
 WHEREAS, pursuant to Section 11.1 of the
Indenture, the Trustee, the Company and the Guarantors are authorized to execute and deliver this Supplemental Indenture to amend the Indenture, without the consent of any Holder; 
  
 NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is
hereby acknowledged, the New Guarantor, the Company, the other Guarantors and the Trustee mutually covenant and agree for the equal and ratable benefit of the Holders of the Securities as follows: 
  
 ARTICLE I 
  
 DEFINITIONS 
  
 Section 1.1 Defined Terms. As used in this Supplemental Indenture, terms defined in the Indenture or in the preamble or recital hereto are used
herein as therein defined, except that the term “Holders” in this Guarantee shall refer to the term “Holders” as defined in the Indenture and the Trustee acting on behalf or for the benefit of such holders. The
words “herein,” “hereof” and “hereby” and other words of similar import used in this Supplemental 

  









 
Indenture refer to this Supplemental Indenture as a whole and not to any particular section hereof. 
  
 ARTICLE II 
  
 AGREEMENT TO BE BOUND; GUARANTEE 
  
 Section 2.1 Agreement to be Bound. The New Guarantor hereby becomes a party to the Indenture as a Guarantor and as such will have all of the rights
and be subject to all of the obligations and agreements of a Guarantor under the Indenture. The New Guarantor agrees to be bound by all of the provisions of the Indenture applicable to a Guarantor and to perform all of the obligations and agreements
of a Guarantor under the Indenture. 
  
 Section 2.2
Guarantee. The New Guarantor hereby fully, unconditionally and irrevocably guarantees, as primary obligor and not merely as surety, jointly and severally with each other Guarantor, to each Holder of the Securities and the Trustee, the full
and punctual payment when due, whether at maturity, upon redemption or repurchase, by declaration of acceleration or otherwise, of the obligations pursuant to Article 12 of the Indenture on basis consistent with Article 13 of the Indenture and
subject to the terms and conditions of the Indenture. 
  
 ARTICLE
III 
  
 MISCELLANEOUS 
  
 Section 3.1 Miscellaneous. All notices and other communications to the
New Guarantor shall be given as provided in the Indenture to the New Guarantor, at its address set forth below, with a copy to the Company as provided in the Indenture for notices to the Company. 
  
 Address of New Guarantor: 
  
 Louis E. Marino, Sr., Inc. 
 c/o Global Imaging Systems, Inc. 
 3820
Northdale Blvd. Suite 200A 
 Tampa, Florida 33688-3478 
 Attention: Raymond Schilling 
 Facsimile No.: (813) 264-7877 
  
 Section 3.2 Parties. Nothing expressed or mentioned herein is intended
or shall be construed to give any Person, firm or corporation, other than the Holders and the Trustee, any legal or equitable right, remedy or claim under or in respect of this Supplemental Indenture or the Indenture or any provision herein or
therein contained. 
  
 Section 3.3 Governing Law. This
Supplemental Indenture shall be governed by, and construed in accordance with, the laws of the State of New York, without regard to principles of conflicts of laws. 
  

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 Section 3.4 Separability. In case any provision in this Supplemental Indenture shall be invalid,
illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. 
  
 Section 3.5 Ratification of Indenture; Supplemental Indenture Part of Indenture; Trustee’s Disclaimer. Except as expressly amended hereby, the
Indenture is in all respects ratified and confirmed and all the terms, conditions and provisions thereof shall remain in full force and effect. This Supplemental Indenture shall form a part of the Indenture for all purposes, and every Holder of
Securities heretofore or hereafter authenticated and delivered shall be bound hereby. The Trustee makes no representation or warranty as to the validity or sufficiency of this Supplemental Indenture. 
  
 Section 3.6 Multiple Counterparts. The parties hereto may sign one or
more copies of this Supplemental Indenture in counterparts, all of which together shall constitute one and the same agreement. 
  
 Section 3.7 Headings. The headings of the Articles and Sections of this Supplemental Indenture have been inserted for convenience of reference
only, are not to be considered a part hereof, and shall in no way modify or restrict any of the terms or provisions hereof. 
  
 [This space intentionally left blank] 
  

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 IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly executed as of
the date first above written. 
  

			
	 LOUIS E. MARINO, SR., INC.,
 as a Guarantor

		
	 By:
	 	 /s/ Raymond Schilling

	 	 	

	 	 	 Name: Raymond Schilling

	 	 	 Title: Vice President

	
	 GLOBAL IMAGING SYSTEMS, INC.

		
	 By:
	 	 /s/ Raymond Schilling

	 	 	

	 	 	 Name: Raymond Schilling

	 	 	 Title:   Senior Vice President, Chief Financial
             Officer, Secretary and Treasurer

	
	 GLOBAL OPERATIONS TEXAS, L.P.

	
	 By: Global Imaging Systems, Inc.,
 Its General Partner

		
	 By:
	 	 /s/ Raymond Schilling

	 	 	

	 	 	 Name: Raymond Schilling

	 	 	 Title:   Senior Vice President, Chief Financial
  Officer, Secretary and Treasurer

	
	 Each of the Guarantors Listed on Exhibit A hereto,
 as a Guarantor

		
	 By:
	 	 /s/ Raymond Schilling

	 	 	

	 	 	 Name: Raymond Schilling

	 	 	Title:   Vice President
	
	 THE BANK OF NEW YORK, as Trustee

		
	 By:
	 	 /s/ Louis P. Young

	 	 	

	 	 	 Name: Louis P. Young

	 	 	Title:   Authorized Signer


  
  

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 Exhibit A 
  

	1.	American Photocopy Equipment Company of Pittsburgh, LLC 


	2.	Arizona Office Technologies, Inc. 


	3.	AVPresentations, Inc. 


	4.	Berney Office Solutions, LLC 


	5.	Business Equipment Unlimited 


	6.	Cameron Office Products, LLC 


	7.	Capitol Office Solutions, LLC 


	8.	Carr Business Systems, Inc. 


	9.	Centre Business Products, Inc. 


	10.	Column Office Equipment, Inc. 


	11.	Commercial Equipment Company 


	12.	Connecticut Business Systems, LLC 


	13.	Conway Office Products, LLC 


	14.	Copy Service and Supply, Inc. 


	15.	Daniel Communications, Inc. 


	16.	Distinctive Business Products, Inc. 


	17.	Duplicating Specialties, Inc. d/b/a Copytronix 


	18.	Eastern Copy Products, LLC 


	19.	ecom-division, Inc. 


	20.	Electronic Systems of Richmond, Inc. 


	21.	Electronic Systems, Inc. 


	22.	Global Imaging Finance Company, LLC 


	23.	Global Imaging Operations, LLC 


	24.	Lewan & Associates, Inc. 


	25.	Modern Business Machines, LLC 


	26.	N&L Enterprises, LLC 


	27.	Northeast Copier Systems, LLC 


	28.	Office Tech, LLC 


	29.	Pacific Office Solutions, Inc. 


	30.	ProView, Inc. 


	31.	Quality Business Systems, Inc. 


	32.	Southern Business Communications, Inc. 

  

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