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Exhibit 10.19
 THIRD AMENDMENT TO  CREDIT AGREEMENT
 Amendment SOFTBRANDS, INC., Parent Borrowers Borrower , WELLS FARGO FOOTHILL, INC., Agent Lenders
 R E C I T A L S
 Original Credit Agreement
 Credit Agreement
 NOW, THEREFORE
 Definitions
 Amendments to Credit Agreement
 Permitted Investments
 Permitted Investments Section 6.12 Schedule P-2




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Section 6.1 Section 6.4
 Section 6.12
 Investments
  Minimum EBITDA.
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Applicable Amount
    
    Applicable Period$1,273,000
    
    For the 3 month periodending December 31, 2006$2,930,000
    
    For the 6 month periodending March 31, 2007$5,117,000
    
    For the 9 month periodending June 30, 2007$8,027,000
    
    For the 12 month periodending September 30, 2007$7,400,000
    
    For the 12 month periodending December 31, 2007$8,000,000
    
    For the 12 month periodending March 31, 2008$11,200,000
    
    For the 12 month periodending June 30, 2008$11,750,000
    
    For the 12 month periodending September 30, 2008$12,000,000
    
    For the 12 month periodending each quarter thereafter
 Conditions Precedent Section 2
    Reference to and Effect on the Credit Agreement
 3




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Representations and Warranties of the Borrowers
      Reference to Credit Agreement; No Waiver
  4




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Schedule 1.1
  Successors and Assigns; Amendment provided however
 Severability; Construction
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Counterparts; Facsimile
 10. CHOICE OF LAW AND VENUE; JURY TRIAL WAIVER.
 (a) THE VALIDITY OF THIS AMENDMENT, THE CONSTRUCTION, INTERPRETATION, AND ENFORCEMENT
HEREOF, AND THE RIGHTS OF THE PARTIES HERETO WITH RESPECT TO ALL MATTERS ARISING HEREUNDER
OR RELATED HERETO SHALL BE DETERMINED UNDER, GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH
THE LAWS OF THE STATE OF ILLINOIS.
 (b) THE PARTIES AGREE THAT ALL ACTIONS OR PROCEEDINGS ARISING IN CONNECTION WITH THIS
AMENDMENT SHALL BE TRIED AND LITIGATED ONLY IN THE STATE AND TO THE EXTENT PERMITTED BY
APPLICABLE LAW, FEDERAL COURTS LOCATED IN THE COUNTY OF COOK, STATE OF ILLINOIS, PROVIDED,
HOWEVER, THAT ANY SUIT SEEKING ENFORCEMENT AGAINST ANY BORROWER COLLATERAL OR OTHER PROPERTY
MAY BE BROUGHT, AT AGENTS OPTION, IN THE COURTS OF ANY JURISDICTION WHERE AGENT ELECTS TO
BRING SUCH ACTION OR WHERE SUCH BORROWERS COLLATERAL OR OTHER PROPERTY MAY BE FOUND.
BORROWER, AGENT AND THE LENDERS WAIVE, TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, ANY
RIGHT EACH MAY HAVE TO ASSERT THE DOCTRINE OF FORUM NON CONVENIENS OR TO OBJECT TO VENUE TO
THE EXTENT ANY PROCEEDING IS BROUGHT IN ACCORDANCE WITH THIS SECTION 11(b) .
 BORROWERS, AGENT AND THE LENDERS HEREBY WAIVE THEIR RESPECTIVE RIGHTS TO A JURY
TRIAL OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF THIS AMENDMENT OR ANY OF
THE TRANSACTIONS CONTEMPLATED HEREIN, INCLUDING CONTRACT CLAIMS, TORT CLAIMS, BREACH OF DUTY
CLAIMS, AND ALL OTHER COMMON LAW OR STATUTORY CLAIMS. BORROWERS, AGENT AND THE LENDERS
REPRESENT THAT EACH HAS REVIEWED THIS WAIVER AND IT KNOWINGLY AND VOLUNTARILY WAIVES ITS
JURY TRIAL RIGHTS FOLLOWING CONSULTATION WITH LEGAL COUNSEL. IN THE EVENT OF
LITIGATION, A COPY OF THIS AMENDMENT MAY BE FILED AS A WRITTEN CONSENT TO A TRIAL BY
THE COURT.
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IN WITNESS WHEREOF
 SoftBrands, Inc.
a Delaware corporation, as a BorrowerBy:Title: SoftBrands Manufacturing, Inc.
a Minnesota corporation, as a BorrowerBy:Title: SoftBrands International, Inc.
a Delaware corporation, as a BorrowerBy:Title: SoftBrands Licensing, Inc.
a Delaware corporation, as a BorrowerBy:Its: MAI Systems Corporation
a Delaware corporation, as a BorrowerBy:Its: Hotel Information Systems, Inc.
a Delaware corporation, as a BorrowerBy:Its: CLS Software International, Inc.
a California corporation, as a BorrowerBy:Its: Wells Fargo Foothill, Inc.
a California corporation, as Agent and a LenderBy:Its: