PROMISSORY NOTE


$200,000                                                        November 1, 2000


     ACCU-SEARCH,  INC.,  a New  Jersey  corporation  (the  "Debtor"),  with its
principal place of business at 25 East Front Street,  Keyport,  New Jersey 07735
for value  received,  hereby  promises  to pay to  PIPELINE  DATA  INC.  and its
successors and permitted  assigns (the "Payee"),  at 250 East Hartsdale  Avenue,
Suite 21,  Hartsdale,  New York  10530,  or such other  address as the Payee may
designate to the Debtor,  the sum of Two Hundred  Thousand  ($200,000)  Dollars,
with simple  interest at a rate of 12% per annum.  All  interest  and  principal
under this Note shall be due and payable on May 31, 2001.

     The principal  and interest  hereunder  may be prepaid  without  premium or
penalty.  The Payee shall maintain its records to reflect the amount and date of
any payment.

     If any of the following  events shall occur for any reason  whatsoever (and
whether such  occurrence  shall be voluntary or  involuntary or come about or be
affected by operation of law or  otherwise)  (each,  an "Event of Default")  and
such Event of Default  has not been cured  within ten (10) days after  Payee has
provided Debtor with notice of Debtor's Event of Default:

     1. If the Debtor  shall fail to make  payment  within five (5) days of when
due and payable hereunder; or

     2. If the Debtor  shall (a)  commence a  voluntary  case under the  Federal
Bankruptcy Code or similar law, (b) file a petition seeking to take advantage of
any other law relating to bankruptcy, insolvency, composition or readjustment of
debts, (c) fail to controvert in a timely and appropriate  manner,  or acquiesce
in writing to, any petition  filed against it in an  involuntary  case under the
Federal  Bankruptcy  Code or similar law, or (d) take any action for the purpose
of affecting any of the foregoing;

then, subject to the last paragraph of this Note, the Payee or its successors or
assigns may, by notice to the Debtor,  take any or all of the following actions:

(1) declare all amounts in respect of this Note to be due and payable, whereupon
the  same  shall  become  accelerated  and  forthwith  due and  payable  without
presentment,  demand,  protest  or other  notice of any  kind,  all of which are
hereby waived by the Debtor,  and (2) exercise any remedies  available at law or
in equity,  either by suit in  equity,  either by suit in equity or by action at
law,  or  both,  whether  for  specific  performance  of any  covenant  or other
agreement contained in this Note, or in aid of the exercise of any power granted
in this  Note;  provided,  that  upon the  occurrence  of any  Event of  Default
referred to in  Paragraph 2 in the Event of Default  section of this Note,  then
automatically, without notice, demand or any other act by the Payee, all amounts
payable  under  this Note  shall,  except as  otherwise  set forth in this Note,
become immediately due and payable without presentment, demand, protest or other
notice of any kind, all of which are hereby expressly  waived by the Debtor.  No
remedy  conferred  in this Note upon Payee is  intended to be  exclusive  of any
other remedy, and each and every such remedy shall be cumulative and shall be in
addition to every other remedy conferred  herein or now or hereinafter  existing
at law or in equity or by statute or otherwise.



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     The failure by the Payee at any time to  exercise  any such right shall not
be deemed a waiver thereof, nor shall it bar the exercise of any such right at a
later date. Each and every right and remedy of the Payee may be exercised by the
Payee  from  time to time  and as  often  as may be  necessary  in the  sole and
absolute discretion of the Payee.

     Without  limiting  the  Payee's  rights  hereunder,   except  as  expressly
permitted  herein to the  contrary,  any  notice or  communication  required  or
permitted  in  connection  with this Note shall be given in writing by  personal
delivery or by reputable overnight courier, registered or certified mail, return
receipt requested, postage prepaid to the addresses set forth in this Note or at
such  other  address  or in  case of  such  other  person  as  hereafter  may be
determined in writing.

     Any notice, request or communication hereunder shall be deemed to have been
given when  made,  if sent by  telecopier,  or upon  dispatch,  if made by hand,
within one business day if sent by  reputable  overnight  courier or within five
(5) business days of dispatch if sent by registered  or certified  mail,  return
receipt  requested.  Any party may change the person or address to whom or which
the notices are to be given  hereunder,  but any such notice  shall be effective
only when actually  received by the party to whom it is addressed.  Payment sent
by registered  mail,  return receipt  requested shall be deemed  delivered three
days after posting.

     EACH OF THE  DEBTOR  AND  THE  PAYEE  HERETO  WAIVES  TRIAL  BY JURY IN ANY
LITIGATION IN ANY COURT WITH RESPECT TO, IN  CONNECTION  WITH, OR ARISING OUT OF
THIS NOTE,  THE OTHER  DOCUMENTS OR THE  VALIDITY,  PROTECTION,  INTERPRETATION,
COLLECTION  OR  ENFORCEMENT  THEREOF,  OR ANY OTHER  CLAIM OR DISPUTE  HOWSOEVER
ARISING, BETWEEN THE DEBTOR AND THE PAYEE.

     EACH OF THE DEBTOR AND THE PAYEE IRREVOCABLY CONSENTS THAT ANY LEGAL ACTION
OR PROCEEDING AGAINST IT UNDER, ARISING OUT OF OR IN ANY MANNER RELATING TO THIS
NOTE OR ANY OTHER  DOCUMENT MAY BE BROUGHT IN ANY STATE OR FEDERAL COURT LOCATED
IN THE STATE OF NEW YORK.  THE DEBTOR,  BY ITS  EXECUTION  AND  DELIVERY OF THIS
NOTE, EXPRESSLY AND IRREVOCABLY ASSENTS AND SUBMITS TO THE NONEXCLUSIVE PERSONAL
JURISDICTION  OF ANY OF  SUCH  COURTS  IN  ANY  SUCH  ACTION  OR  PROCEEDING  BY
REGISTERED  MAIL,  RETURN  RECEIPT  REQUESTED.  THE DEBTOR HEREBY  EXPRESSLY AND
IRREVOCABLY  WAIVES  ANY CLAIM OR DEFENSE IN ANY SUCH  ACTION OR  PROCEEDING  IN
EITHER SUCH COURT BASED UPON IMPROPER VENUE OR FORUM NON CONVIENS OR ANY SIMILAR
BASIS; PROVIDED HOWEVER, THAT NOTHING IN THIS NOTE SHALL AFFECT OR IMPAIR IN ANY
MANNER OR TO ANY EXTENT THE RIGHT OF THE PAYEE TO COMMENCE LEGAL  PROCEEDINGS OR
OTHERWISE  PROCEED  AGAINST  THE  DEBTOR IN ANY OTHER  JURISDICTION  OR TO SERVE
PROCESS IN ANY MANNER PERMITTED BY LAW.

     The Payee shall not, by any act, delay, omission or otherwise, be deemed to
have waived any of its rights and/or remedies hereunder.  No change,  amendment,
modification,  termination,  waiver or  discharge,  in whole or in part,  of any
provision  of this Note shall be  effective  unless in writing and signed by the
Payee,  and if so given by the Payee,  shall be  effective  only in the specific
instance in which given. Except as set forth in the last paragraph of this Note,
the Debtor  acknowledges that this Note and the Debtor's  obligations under this
Note are, and shall be at all times continue to be,  absolute and  unconditional
in all respects, and shall at all times be valid and enforceable.  Except as set
forth in the last paragraph of this Note, the Debtor absolutely, unconditionally
and  irrevocably  waives  any  and all  right  to  assert  any  setoff,  offset,
counterclaim,  cross claim or claim of nature  whatsoever  with  respect to this
Note or the  Debtor"s  obligations  hereunder.  This Note may not be assigned by
Payee except with Maker's prior written consent.

     In the  event  any one or more of the  provisions  contained  in this  Note
should be  invalid,  illegal or  unenforceable  in any  respect,  the  validity,
legality and enforceability of the remaining  provisions  contained herein shall
not in any way be affected or impaired thereby.

     The Debtor shall pay upon demand all of the Payee's  costs of collection in
connection  with the  successful  enforcement of this Note,  including,  without
limitation,   reasonable   attorneys'   fees  and  costs  unless  the  Payee  is
unsuccessful in any such enforcement, in which case the Payee shall cover all of
Debtor's  costs in  connection  with the  attempted  enforcement  of this  Note,
including, without limitation, reasonable attorneys' fees and costs.

     The Debtor  hereby  waives  presentment,  demand for  payment,  protest and
notice of dishonor in  connection  with the delivery,  acceptance,  performance,
default, or enforcement of this Note.

         This Note shall be  construed  in  accordance  with and governed by the
laws  of the  state  of New  York  without  giving  effect  to  conflict  of law
principles.

         Set-offs,  defenses  and/or  counterclaims  may only be  asserted  with
respect to amounts  owing under this Note or the exercise of remedies  hereunder
if such set-offs,  defenses and/or counterclaims arise out of this Note if, as a
precondition and condition subsequent to asserting and continuing to assert such
set-offs,  defenses, and/or counterclaims the Debtor pays all of the outstanding
amounts due and owing  hereunder until the amount sought in connection with such
set-offs,   defenses  and/or  counterclaims  equal  the  outstanding   aggregate


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principal balance of this Note and the Debtor  establishes an escrow arrangement
reasonably  satisfactory to Debtor and Payee and deposits into escrow, when due,
all other  amounts due under this Note,  with such amounts  plus  interest to be
released to the person  entitled to such funds  after the  relevant  claims have
been resolved pursuant to final non-appealable judgements.

                                        ACCU-SEARCH, INC.

                                        By: /s/ Philip Davis
                                            Philip Davis

                                        Its: President



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