TENDER AND VOTING AGREEMENTTender and Voting Agreement • October 10th, 2012 • N. Harris Computer Corp • Services-computer integrated systems design • Delaware
THIS TENDER AND VOTING AGREEMENT (this “Agreement”), dated October 2, 2012, is by and among N. HARRIS COMPUTER CORPORATION, a company organized under the Business Corporations Act (Ontario) (“Parent”), NHCC MERGER CORP., a Delaware corporation and wholly-owned subsidiary of Parent (“Merger Sub”), and the stockholder of COMPUTER SOFTWARE INNOVATIONS, INC., a Delaware corporation (the “Company”), set forth on the signature page hereto (the “Stockholder”).
CONFIDENTIALITY AGREEMENTConfidentiality Agreement • October 10th, 2012 • N. Harris Computer Corp • Services-computer integrated systems design • Delaware
This Confidentiality Agreement (this "Agreement") is dated as of May 10, 2012 by and between Constellation Software Inc., an Ontario corporation (the "Receiving Party") and Computer Software Innovations, Inc., a Delaware corporation (together with its subsidiaries, the "Company").
QuickLinks -- Click here to rapidly navigate through this documentN. Harris Computer Corp • October 10th, 2012 • Services-computer integrated systems design
As you are aware, Constellation Software Inc. ("Buyer") and Computer Software Innovations, Inc. (the "Company") have engaged in preliminary, non-binding discussions regarding the terms of a possible acquisition of the Company by Buyer (the "Proposed Transaction"). Although no definitive agreements have been entered into regarding the Proposed Transaction, Buyer and the Company have concluded that it is in their mutual best interests to continue these discussions. Accordingly, Buyer and the Company hereby agree that commencing on the date hereof until September 30, 2012, or such earlier time as Buyer and the Company shall mutually agree in writing (such period of time, the "Exclusivity Period"), Buyer and the Company shall continue to discuss on an exclusive basis the Proposed Transaction, including the negotiation of the terms thereof and the definitive documentation regarding the same.
JOINT FILING AGREEMENTJoint Filing Agreement • October 10th, 2012 • N. Harris Computer Corp • Services-computer integrated systems design
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the capital stock of Computer Software Innovations, Inc.
TENDER AND VOTING AGREEMENTTender and Voting Agreement • October 10th, 2012 • N. Harris Computer Corp • Services-computer integrated systems design • Delaware
THIS TENDER AND VOTING AGREEMENT (this “Agreement”), dated October 2, 2012, is by and among N. HARRIS COMPUTER CORPORATION, a company organized under the Business Corporations Act (Ontario) (“Parent”), NHCC MERGER CORP., a Delaware corporation and wholly-owned subsidiary of Parent (“Merger Sub”), and BARRON PARTNERS LP, a Delaware limited partnership (“Barron”).
