SENIOR EXECUTIVE AGREEMENT

THIS AGREEMENT is made as of January 23^rd, 2005 and is effective as of January 20, 2005, between GLOBAL IMAGING SYSTEMS, INC., a Delaware corporation (the Company) and MICHAEL SHEA (Executive).

Recitals

A. The Company and Executive desire to enter into an agreement pursuant to which Executive will be employed as the President and Chief Operating Officer of the Company on the terms and conditions set forth in this Agreement.

B. Certain definitions are set forth in Section 4 of this Agreement.

Agreement

The parties hereto agree as follows:

1. Employment. The Company hereby engages Executive to serve as the President and Chief Operating Officer of the Company, and Executive agrees to serve the Company, during the Service Term (as defined in Section 1(d) hereof) in the capacities, and subject to the terms and conditions, set forth in this Agreement.

(a) Services. During the Service Term, Executive, as President and Chief Operating Officer of the Company, shall have all the duties and responsibilities as may be reasonably assigned from time to time by the Board and/or the Companys Chief Executive Officer (the CEO). Executive will devote his best efforts and substantially all of his business time and attention (except for vacation periods and periods of illness or other incapacity) to the business of the Company and its Affiliates. Notwithstanding the foregoing, and provided that such activities do not interfere with the fulfillment of Executives obligations hereunder, Executive may (A) serve as an officer, director or trustee of any charitable or non-profit entity; (B) own a passive investment in any private company and own up to 5% of the outstanding voting securities of any public company; or (C) serve as a director of up to two other companies so long as such companies do not compete with the Company. Unless the Company and Executive agree to the contrary, Executives place of employment shall be at the Companys principal executive offices in Tampa, Florida; provided, however, that Executive will travel to such other locations of the Company and its Affiliates as may be reasonably necessary and/or as required by the Board in its sole discretion in order to discharge his duties hereunder.

(b) Salary, Bonus and Benefits.

(i) Salary and Bonus. During the Service Term, the Company will pay Executive a base salary (the Annual Base Salary) as the Board may

designate from time to time, at the rate of not less than $390,000 per annum; provided, however, that the Annual Base Salary shall be subject to review annually by the Board for upward increases thereon. The Executive will be eligible to receive an annual bonus in an amount of up to 60% to 115% (but 50-100% with respect to periods of employment with the Company prior to January 20,2005) of Executives Annual Base Salary for such year, as determined by the Board based upon the Companys achievement of budgetary and other objectives set by the Board in good faith and consistent with past practice in consultation with the Executive, which bonus criteria calculation shall be reasonable in light of the Companys past years performance. The annual bonus, if any, shall be due and payable to Executive prior to June 30 of the following fiscal year. For the fiscal year ended March 31, 2005, 80.55% of Executives bonus (April 1, 2004 to January 19,2005) shall be calculated and allocated as determined in accordance with Executives current Executive Agreement with the Company dated as of September 1, 2002 (the Existing Executive Agreement) and the balance (19.45%) shall be calculated as set forth above.

(ii) Benefits. During the Service Term, Executive will be entitled to such other benefits approved by the Board including those made available to the Companys other senior executives, including participation in the Companys healthcare plan. Executive shall be reimbursed for customary travel, civic and luncheon club dues and other expenses, subject to standard and reasonable documentation requirements. In addition, Executive will receive a stipend of $1,200 per month for lease of an automobile and other related expenses during the Service Term. Executive shall also be eligible to receive four weeks paid vacation per annum. Any unused vacation time during each fiscal year shall be rolled-over to the following fiscal year to the extent permitted by the Companys policies for other senior executives of the Company.

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