**Exhibit 10.9****FIFTH MODIFICATION TO LOAN DOCUMENTS**     **THIS FIFTH MODIFICATION TO LOAN DOCUMENTS**(herein the “**Modification”**) is made and entered intoas of this 1st day of December, 2006, by and between **Intelligent Systems Corporation,**aGeorgia corporation (herein the “**Borrower”**), **QS Technologies, Inc.,**a Georgia corporation, **Visaer,Inc**., a Delaware corporation, **Corecard Software, Inc.**, a Delaware corporation, and **ChemfreeCorporation**, a Georgia corporation (the aforesaid four corporations being individually andcollectively referred to herein as the “**Guarantors**”), and **Fidelity Bank,**a Georgia state charteredbank (f/k/a Fidelity National Bank ) (herein the “**Lender”**).RECITALS:     WHEREAS, on October 1, 2003, Lender made a loan to Borrower in the original principal amountof One Million Five Hundred Thousand and No/100 Dollars ($1,500,000.00) (the “**Loan”**) evidenced bythat certain Commercial Promissory Note dated October 1, 2003 executed by Borrower in favor ofLender (herein the “**Note”**).     WHEREAS, the Loan and the Note are secured and evidenced by, among other instruments, thefollowing: (a) Security Agreement from Borrower in favor of Lender dated of even date with theNote (herein the “**Security Agreement”**);  (b) Loan Agreement by and between Borrower and Lender dated of even date with theNote (herein the “**Loan Agreement”**);  (c) Financing Statement filed in Gwinnett County, Georgia records, File no.067-2003-010805 (herein the “**Financing Statement**”).  (d) Negative Pledge Agreement by and between Borrower and Lender dated of even datewith the Note (herein the “**Negative Pledge Agreement”**);  (e) Assignment of Policy as Collateral Security from Borrower in favor of Lenderdated of even date with the Note (herein the “**Life Insurance Assignment”**); and  (f) Subordination Agreements from Borrower and certain of the Guarantors in favorof Lender dated of even date with the Note (herein “**Subordination Agreements”**).The Security Agreement, the Loan Agreement, the Financing Statement, the Negative Pledge Agreement,the Life Insurance Assignment and the Subordination Agreements are collectively referred to hereinas the “**Loan Documents”**.     WHEREAS, on October 1, 2003, each of the Guarantors executed a Guaranty in favor of Lenderwhereby each of the Guarantors guaranteed all of the obligations of Borrower to Lender containedunder the Loan, Note and Loan Documents (herein collectively the “Guaranties”);     WHEREAS, in order to secure their obligations under the terms of the Guaranties, each of theGuarantors executed in favor of Lender certain Security Agreements dated October 1, 2003 (hereinthe “Guarantor Security Agreements”), which Guarantor Security Agreements are further evidenced bya Financing Statement filed in Gwinnett County, Georgia Records File No. 067-2003-010805 and thatcertain Financing Statement filed with the Delaware Department of State under Filing No. 3274987(herein
 

 
collectively the “Guarantor Financing Statements”) (the Guaranties, the Guarantor SecurityAgreements and the Guarantor Financing Statements are herein collectively referred to herein as the“Guaranty Documents”);     WHEREAS, Lender, Borrower and the Guarantors entered into that certain First Modification ofLoan Documents dated as of September 1, 2004 for the purpose of extending the Maturity Date of theLoan on the Note from September 1, 2004 to September 1, 2005 (all references to the Loan, Note,Loan Documents and Guaranty shall be as amended by the aforesaid First Modification of LoanDocuments);     WHEREAS, Lender, Borrower and the Guarantors entered into that certain Second Modification ofLoan Documents dated as of September 1, 2005 for the purpose of extending the Maturity Date of theLoan on the Note from September 1, 2005 to September 1, 2006 and to increase the maximumavailability under the Loan and the Note from $1,500,000 to $2,000,000 (all references to the Loan,Note, Loan Documents and Guaranty shall be as amended by the aforesaid Second Modification of LoanDocuments);     WHEREAS, Borrower requested and Lender agreed to increase the maximum availability under theLoan and the Note from $2,000,000 to $2,500,000 and Borrower, Guarantors and Lender entered intothat certain Third Modification of Loan Documents dated as of June 16, 2006 in order to modify andratify certain terms and provisions of the Note, the Loan Documents and the Guaranty Documents asmore particularly set forth therein (all references to the Loan, Note, Loan Documents and Guarantyshall be as amended by the aforesaid Third Modification of Loan Documents);     WHEREAS, Borrower requested and Lender agreed to decrease the maximum availability under theLoan and the Note from $2,500,000 to $2,000,000 and to further extend the Maturity Date of the Loanand Note from September 1, 2006 to December 1, 2006, and Borrower, Guarantors and Lender enteredinto that certain Fourth Modification of Loan Documents dated as of August ___, 2006 in order tomodify and ratify certain terms and provisions of the Note, the Loan Documents and the GuarantyDocuments as more particularly set forth therein (all references to the Loan, Note, Loan Documentsand Guaranty shall be as amended by the aforesaid Fourth Modification of Loan Documents);     WHEREAS, Borrower has requested and Lender has agreed to further extend the Maturity Date ofthe Loan and Note from December 1, 2006 to December 1, 2007 and Borrower, Guarantors and Lenderdesire to enter into this Amendment in order to modify and ratify certain terms and provisions ofthe Note, the Loan Documents and the Guaranty Documents as more particularly set forth herein.     NOW, THEREFORE, for and in consideration of Ten and No/100 Dollars ($10.00) and other good andvaluable consideration, the receipt, adequacy and sufficiency of which are hereby acknowledged,Lender, Borrower and Guarantors hereby agree as follows:     1. Recitals. The foregoing recitals are true and correct and are incorporated hereinby this reference.     2. Capitalized Terms. All capitalized terms contained in this Modification shall havethe same meaning afforded to them in the Note, Loan Documents and Guaranty Documents.     3. Specific Modifications to Documents. a. The maximum availability under the terms of the Loanshall continue to be $2,000,000 during the remaining term of the Loan.  b. The Maturity Date of the Loan and the Note is herebyextended from December 1, 2006 to December 1, 2007.     4. No Impairment. Borrower and Guarantors agree that the terms and provisions hereofshall in no manner impair, limit, restrict or otherwise affect the obligations of Borrower andGuarantors to Lender
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or the priority of any lien evidenced by the Note, the Loan Documents or the Guaranty Documents,except as modified hereby.     5. No Defenses. Borrower and Guarantors acknowledge that they have no offsets,claims, counterclaims or defenses against Lender or under any of their obligations contained in theNote, the Loan Documents or the Guaranty Documents and to the extent any such offsets, claims,counterclaims, or defenses exist, the same are hereby waived by the Borrower and Guarantors.     6. Ratification. Except as amended hereby, each and every term and provision of theNote, the Loan Documents and the Guaranty Documents are hereby ratified and affirmed by Borrowerand Guarantors and shall remain in full force and effect. The Guarantors hereby specificallyacknowledge and consent to the decrease of the extension of the Maturity Date from December 1, 2006to December 1, 2007, as well as the prior release by Lender of (i) all of Lender’s collateralinterest with respect to Borrower’s interest in Horizon Software International, LLC and (ii) all ofLender’s collateral interest in certain of the primary assets of QS Technologies, Inc.     7. No Novation. It is the intention of the parties hereto that the execution anddelivery of this Modification shall in no way constitute a novation or extinguishment of the debtevidenced by the Note, Loan Documents or the Guaranty Documents.     8. Effect of Modification. In signing this Modification, the parties hereto expresslycertify and covenant that they have carefully read all provisions contained herein, have had anopportunity to consult with legal counsel of their choosing and to consider the ramifications andterms of this Modification, and they have voluntarily signed this Modification with theunderstanding that it will be final and binding as to their interests and they have had asufficient opportunity to review the Modification and consult with counsel of their choice prior tomaking such decision to execute this Modification. The parties hereby represent and warrant thatthis Modification is executed without reliance on any statement or representation of the other,except as expressly set forth in the within and foregoing Modification, and this Modificationconstitutes the entire Modification between the parties hereto and that no promise or inducement orconsideration, other than that expressed in the within and foregoing Modification, has been offeredor accepted and all such prior inducements or considerations are deemed merged herein**.**[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK][SIGNATURES COMMENCE ON FOLLOWING PAGE]
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     IN WITNESS WHEREOF, Borrower, Guarantors and Lender have set their hands and seals to thisFifth Modification as of the day and year first above-written.       **BORROWER****:**   **INTELLIGENT SYSTEMS CORPORATION,**