ORIGINAL

IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE

In re CLEARPOINT BUSINESS RESOURCES, INC., et a/., 1 Debtors. Chapter 11 Case No. 10-12037 (KG) (Joint Administration Requested)

Re. b.I. S

ORDER (I) AUTHORIZING CONTINUED USE OF EXISTING BUSINESS FORMS AND RECORDS; (II) AUTHORIZING MAINTENANCE OF EXISTING CORPORATE BANK ACCOUNTS AND CASH MANAGEMENT SYSTEM; (III) WAIVING (IF NECESSARY) THE REQUIREMENTS OF 11 U.S.C. 345(b) AND (IV) GRANTING RELATED RELIEF
Upon the motion (the "Motion") of the above-caption debtors and debtors in possession (the "Debtors"), for an order (i) authorizing continued use of existing business forms and records; (ii) authorizing maintenance of existing corporate bank accounts and cash management system; (iii) waiving (if necessary) the requirements of 11 U.S. C. 345(b); and (iv) granting related relief; and upon the Declaration of Christine Doelp; and due and sufficient notice of the Motion having been given; and it appearing that no other or further notice need be provided; and upon the record herein; and it appearing that the relief requested by the Motion is in the best interest ofthe Debtors' estates, the Debtors' creditors and other parties in interest; and after due deliberation and sufficient cause appearing therefor; IT IS HEREBY ORDERED THAT:
1.

The Motion is GRANTED as set forth herein. The Debtors are authorized to continue to use the Debtors' existing business

2.

forms and to maintain their existing business records; provided that once the Debtors' existing

The Debtors, along with the last four digits of their federal tax identification numbers, are: Clear Point Business Resources, Inc. (4371) and ClearPoint Resources, Inc. (9869). The Debtors' mailing address for purposes ofthese cases is P.O. Box 3400. Easton, PA. 18045.

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checks have been used, the Debtors shall, when reordering checks, require the designation "Debtor in Possession" and the corresponding bankruptcy case number on all checks; provided further that, with respect to checks that the Debtors or their agents print themselves, the Debtors shall begin printing the "Debtor in Possession" legend on such items within ten (10) days of the date of entry of this Order. 3. The Debtors are authorized to continue using the Cash Management System to

consolidate the management of their cash and to transfer money between Bank Accounts in the normal course of business, as, when, and in the amounts necessary to maintain business operations; and the Debtors shall maintain records of all such transfers of cash in a manner so that all transactions made pursuant to the authorization granted in this order can be readily ascertained. 4. Subject to the provisions of this Order, the Debtors are authorized to maintain the

Bank Accounts and to deposit and receive in payments on accounts receivable and to allow the transfer of funds to and from the Bank Accounts pursuant to the Cash Management System as more fully described in the Motion. 5. The Debtors are hereby authorized to execute any additional documents as may be

required to carry out the intent and purpose of this Order. 6. The Debtors are authorized to maintain all Bank Accounts listed in the Motion

used in conjunction with the Cash Management System. 7. The Debtors are authorized to maintain such other depository and disbursement

accounts as may be required or permitted by the Cash Management System or in connection with other orders ofthis Court.
8.

The Debtors may modify the Cash Management System, as may be required by

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Orders of this Court, or as the Debtors decide in their business judgment, in the ordinary course of business, without the need for further order ofthis Court. 9. The Debtors are authorized to continue paying monthly fees with respect to the

Bank Accounts in the ordinary course of business, including any portion of such fees attributable to prepetition services. 10. The Debtors shall not make any transfers to non-debtor affiliates or subsidiaries

without further order ofthe Court. 11. The requirements provided in 11 U.S.C. 345(b) (if applicable) are hereby

WAIVED as to the Accounts maintained with Wachovia and Team Capital Bank for an interim

period of sixty (60) days, without prejudice to the Debtors' rights to seek a further waiver. 12. For banks at which the Debtors hold bank accounts that are party to a Uniform

Depository agreement with the Office of the United States Trustee for the District of Delaware, within fifteen (15) days of the date of entry of this Order the Debtors shall (a) contact each bank, (b) provide the bank with each ofthe Debtors' employer identification numbers and (c) identify each of their bank accounts held at such banks as being held by a debtor in possession in a bankruptcy case. 13. For banks at which the Debtors hold accounts that are not party to a Uniform

Depository agreement with the Office ofthe United States Trustee for the District of Delaware, the Debtors shall use their good-faith efforts to cause the banks to execute a Uniform Depository agreement in a form prescribed by the Office of the United States Trustee within forty-five (45) days of the date of this Order. The U.S. Trustee's rights to seek further relief from this Court on notice in the event that the aforementioned banks are unwilling to execute a Uniform Depository Agreement in a form prescribed by the U.S. Trustee are fully reserved.

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14.

The Debtors are authorized to open any new Bank Accounts or close any existing

Bank Accounts as it may deem necessary and appropriate in their sole discretion; provided, however, that the Debtors give notice within fifteen (15) days to the Office ofthe United States Trustee for the District of Delaware and any statutory committees appointed in these chapter 11 cases; provided, further, however that the Debtors shall open any such new Bank Account at banks that have executed a Uniform Depository Agreement with the Office of the United States Trustee for the District of Delaware, or at such banks that are willing to immediately execute such an agreement. 15. The relief granted in this Order shall be subject to the Terms of the Interim Order

or Final Order each as defined in the Debtors' Motion to use Cash Collateral. 16. This Court shall retain jurisdiction to hear and determine all matters arising from

the implementation ofthis Order. Dated: June~ 2010 Wilmington, Delaware

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