HENRY JACK & ASSOCIATES INC
LOAN AND NOTE MODIFICATION AGREEMENT DATED
<DOCUMENT>
<TYPE>EX-10.16
<SEQUENCE>4
<FILENAME>exh10-16.txt
<DESCRIPTION>LOAN AND NOTE MODIFICATION AGREEMENT DATED
<TEXT>

 Exhibit 10.16

                     LOAN AND NOTE MODIFICATION AGREEMENT


      THIS LOAN AND NOTE MODIFICATION AGREEMENT (the "Amendment") is  entered
 into as  of this  14th day  of March,  2003,  by and  between JACK  HENRY  &
 ASSOCIATES, INC.,  a Delaware  corporation ("Company"),  and COMMERCE  BANK,
 N.A., a national banking association ("Bank").

      WHEREAS, (i) Company and Bank entered into that certain Line of  Credit
 Loan Agreement dated September  7, 1999, as amended  June 6, 2000,  June 15,
 2001, December  15, 2001,  and December  14,  2002 (collectively  the  "Loan
 Agreement"), and (ii) Company  executed and delivered  to Bank that  certain
 Line of Credit Note of even date therewith in the aggregate principal amount
 of $40,000,000, as  amended June 6,  2000, June 15, 2001,  and December  14,
 2002 (collectively the "Note), in connection with the Loan Agreement; and

      WHEREAS, Company and Bank desire to modify and amend certain provisions
 of the Loan Agreement and the Note to extend the Termination Date.

      NOW, THEREFORE, in consideration of the mutual covenants and agreements
 set forth herein, and for other good and valuable consideration, the receipt
 and sufficiency of which is hereby acknowledged, the parties hereto agree as
 follows:

      1.  Amendments  of the Loan  Agreement.  The  Loan Agreement is  hereby
 amended  as follows:

           (a) Section 1.1 of the Loan  Agreement is amended and restated  to
      read as follows:

                1.1  Line of  Credit.   Subject  to  the terms  of  this
                     Agreement, Bank  shall lend  Company from  time  to
                     time until  the termination  hereof, such  sums  as
                     Company may request, but which shall not exceed the
                     aggregate principal  amount  of Fifty  Million  and
                     No/100  Dollars  ($50,000,000)  from  September 15,
                     2000 to,  but  not including,  December  14,  2003,
                     unless renewed  by written  agreement between  Bank
                     and Company (the "Termination Date").  In  addition
                     to the  foregoing,  the  Line of  Credit  shall  be
                     deemed to automatically terminate if the occurrence
                     of an Event of Default (as defined under Article  V
                     hereof)  causes  the  principal  balance  and   all
                     accrued interest under the Line of Credit Note  (as
                     defined in Section 1.2)  to become immediately  due
                     and payable.

      2.  Amendment of the Note.   The last sentence of the second  paragraph
 of the Note is amended and restated to read as follows:

           All outstanding  principal and  any unpaid  interest  thereon
           under this Line of Credit Note is due and payable on December
           14, 2003.

      3.   Representations and  Warranties.   Company hereby  represents  and
 warrants to Bank as follows:

           (a) No default currently exists under the Loan Agreement, the Note
      or the other Loan  Documents and no event  has occurred which with  the
      passage of time or  the giving of notice,  or both, would constitute  a
      default under the Loan Documents.

           (b) The Certificate  of Incorporation and  Bylaws of Company,  the
      Articles of  Incorporation or  Certificate of  Limited Partnership,  as
      applicable,  for  each  Guarantor,   and  the  Bylaws  or   Partnership
      Agreement, as applicable, for each Guarantor have in each case not been
      amended, modified or supplemented since September 7, 1999.

           (c) All of the representations and  warranties made by Company  in
      the Loan Documents are true as if made on the date hereof.

      4.  Conditions  Precedent.     Closing  of   this  Amendment  and   the
 transactions contemplated hereunder is conditioned on the following:

           (a) Receipt by Bank  of Certificates of  Good Standing, dated  not
      more than ten (10) days prior to the date of this Amendment for Company
      and each Guarantor from their respective states of organization.

           (b) An  opinion of  counsel to  Company and  the Guarantors,  with
      respect to such matters as requested by Bank.

           (c) Certified copies of each resolution of (i) Company's Board  of
      Directors duly authorizing the execution and delivery of this Amendment
      and the consummation of the  transactions contemplated herein and  (ii)
      each Guarantor's Board  of Directors approving  this Amendment and  the
      consummation of the transactions contemplated herein.

           (d) Receipt by Bank of  each Acknowledgement and Consent  attached
      hereto, executed by each of the Guarantors.

           (e) Any other  documents, instruments  and reports  as Bank  shall
      reasonably request.

      5.  Interpretation.  From and after the execution of this Amendment  by
 all of the parties hereto, all  references in the Loan Agreement, the  Note,
 the Guaranty and  the other Loan  Documents to  "this Agreement,"  "hereof,"
 "herein," and similar terms  shall mean or refer  to such Loan Documents  as
 amended by this  Amendment, and all  references in other  Loan Documents  to
 such documents shall mean such Loan Documents as amended by this  Amendment.
 Unless  otherwise specifically defined herein, all defined terms shall  have
 the meaning given them in the Loan Agreement.  Section headings are inserted
 in this Amendment for convenience of reference only and shall not be used in
 the interpretation of this Amendment.

      6. Ratification.  Unless specifically amended or modified by the  terms
 of this Amendment, all other terms of  the Loan Agreement, the Note and  the
 other Loan Documents shall remain unchanged and in full force and effect and
 are hereby ratified and confirmed.

      7. Counterparts.  This Amendment may be executed in counterparts, which
 when taken together, shall constitute one and the same document.

      8. Statutory Notice.   ORAL AGREEMENTS  OR COMMITMENTS  TO LOAN  MONEY,
 EXTEND CREDIT OR TO  FORBEAR FROM ENFORCING REPAYMENT  OF A DEBT,  INCLUDING
 PROMISES TO EXTEND OR RENEW SUCH DEBT, ARE NOT ENFORCEABLE.  TO PROTECT  YOU
 (BORROWER) AND US  (CREDITOR) FROM MISUNDERSTANDING  OR DISAPPOINTMENT,  ANY
 AGREEMENTS WE REACH  COVERING SUCH MATTERS  ARE CONTAINED  IN THIS  WRITING,
 WHICH IS THE COMPLETE  AND EXCLUSIVE STATEMENT OF  THE AGREEMENT BETWEEN  US
 EXCEPT AS WE MAY LATER AGREE IN WRITING.

      BY SIGNING BELOW,  YOU AND WE  AGREE THAT THERE  ARE NO UNWRITTEN  ORAL
 AGREEMENTS BETWEEN US.

      9. Waiver of Jury Trial.   COMPANY HEREBY WAIVES  TRIAL BY JURY IN  ANY
 ACTION OR PROCEEDING TO  WHICH COMPANY AND BANK  MAY BE PARTIES ARISING  OUT
 OF, IN CONNECTION  WITH, OR IN  ANY WAY PERTAINING  TO, THIS AMENDMENT,  THE
 LOAN AGREEMENT, THE  NOTE AND ANY  OTHER LOAN DOCUMENT.   IT  IS AGREED  AND
 UNDERSTOOD THAT THIS  WAIVER CONSTITUTES A  WAIVER OF TRIAL  BY JURY OF  ALL
 CLAIMS AGAINST ALL PARTIES TO SUCH ACTIONS OR PROCEEDINGS, INCLUDING  CLAIMS
 AGAINST PARTIES  WHO ARE  NOT PARTIES  TO THIS  AGREEMENT.   THIS WAIVER  IS
 KNOWINGLY, WILLINGLY AND  VOLUNTARILY MADE  BY COMPANY,  AND COMPANY  HEREBY
 REPRESENTS THAT NO REPRESENTATIONS OF FACT OR OPINION HAVE BEEN MADE BY  ANY
 INDIVIDUAL TO INDUCE THIS WAIVER OF TRIAL BY JURY OR TO IN ANY WAY MODIFY OR
 NULLIFY ITS EFFECT. COMPANY FURTHER REPRESENTS AND WARRANTS THAT IT HAS BEEN
 REPRESENTED IN  THE SIGNING  OF THIS  AGREEMENT AND  IN THE  MAKING OF  THIS
 WAIVER BY  INDEPENDENT LEGAL  COUNSEL,  OR HAS  HAD  THE OPPORTUNITY  TO  BE
 REPRESENTED BY INDEPENDENT LEGAL COUNSEL SELECTED OF ITS OWN FREE WILL,  AND
 THAT IT HAS HAD THE OPPORTUNITY TO DISCUSS THIS WAIVER WITH COUNSEL.

      IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
 executed by their duly authorized officers  on the day and year first  above
 written.


                               JACK HENRY & ASSOCIATES, INC.


                               By: /s/ Michael E. Henry
                                   --------------------
                               Name: Michael E. Henry
                               Title: Chief Executive Officer


                               COMMERCE BANK, N.A.


                               By: /s/ Joe McCaddon
                                   ----------------
                               Name: Joe McCaddon
                               Title: Senior Vice President



                   GUARANTOR'S ACKNOWLEDGEMENT AND CONSENT

           The undersigned has  heretofore executed and  delivered to Bank  a
 Guaranty dated September 7, 1999, and hereby  consents to the Loan and  Note
 Modification Agreement as set forth above, including without limitation  the
 extension of the Termination Date, and, subject to such Amendment,  confirms
 that the Guaranty and all of the undersigned's obligations thereunder remain
 in full force and effect.   The undersigned further agrees that its  consent
 to any further amendments to the Loan  Agreement shall not be required as  a
 result of this consent having been obtained.


                               OPEN SYSTEMS GROUP, INC.


                               By:    /s/ Kevin D. Williams
                                      ---------------------
                               Name:  Kevin D. Williams
                               Title: Chief Financial Officer and Treasurer



                   GUARANTORS' ACKNOWLEDGEMENT AND CONSENT

           Each of the undersigned has  heretofore executed and delivered  to
 Bank a Guaranty dated  July 20, 2000,  and hereby consents  to the Loan  and
 Note Modification Agreement as set forth above, including without limitation
 the extension  of the  Termination Date,  and,  subject to  such  Amendment,
 confirms  that  the  Guaranty  and  all  of  the  undersigneds'  obligations
 thereunder remain in full force and effect.  Each of the undersigned further
 agrees that its  consent to  any further  amendments to  the Loan  Agreement
 shall not be required as a result of this consent having been obtained.

                               SYS-TECH, INC. OF KANSAS

                               By:    /s/ Kevin D. Williams
                                      ---------------------
                               Name:  Kevin D. Williams
                               Title: Chief Financial Officer and Treasurer



                               SYMITAR SYSTEMS, INC.

                               By:    /s/ Kevin D. Williams
                                      ---------------------
                               Name:  Kevin D. Williams
                               Title: Chief Financial Officer and Treasurer



                               JACK HENRY, L.L.C.

                               By:    /s/ Kevin D. Williams
                                      ---------------------
                               Name:  Kevin D. Williams
                               Title: Chief Financial Officer and Treasurer



                               JACK HENRY SYSTEMS, L.P.

                               By:    /s/ Kevin D. Williams
                                      ---------------------
                               Name:  Kevin D. Williams
                               Title: Chief Financial Officer and Treasurer



                               JACK HENRY SOFTWARE/COMMLINK L.P.

                               By:    /s/ Kevin D. Williams
                                      ---------------------
                               Name:  Kevin D. Williams
                               Title: Chief Financial Officer and Treasurer



                               JACK HENRY SERVICES L.P.

                               By:    /s/ Kevin D. Williams
                                      ---------------------
                               Name:  Kevin D. Williams
                               Title: Chief Financial Officer and Treasurer

</TEXT>
</DOCUMENT>
